Remnant's Mightiest Heroes!
by I Am The Prophet
Summary: A day came unlike any other when Remnant found itself conquered by an alien force. On that day, eight students escape seeking a way to save their people. On a world filled with the universe's mightiest heroes.
1. The Fugitives Part 1

**Remnants Mightiest Heroes!**

**Chapter 1: The Fugitives Part 1**

[~][~]

_Remnant_

Lifeless.

That is the best word to describe the state of Planet Remnant. A pale and shattered moon glowed a faint white from the dark-red sky. A once pristine city is now reduced to nothing more than chunks of rubble. Purple crystals littered the area, glowing an ominous purple. Where water once flowed through now flows a black tar-like substance. Vegetation everywhere had withered and died from the lack of sunlight and nutrition. There is no form of life left to be found.

Except for _them_.

From the black tar, creatures emerged in various shapes and sizes. But what makes them alike is the black mass they are made up and the bone-like plates and protrusions. As one emerged from the black river, another came forth. Snarling, they attacked each other without a second thought, already destroying what's left of the buildings. A wyvern soared above them, black droplets the size of small meteors crashed into the ground, each creating more of the creatures to add to the endless cycle of carnage.

"Pause."

Everything stopped in motion as if time itself had paused. Standing at the center is an observer. He is clad in green and purple armor, hands crossed in front of him. His helmet is opened at the face, revealing a blue face with white markings. White eyes are filled with hatred at the creatures.

"Abominations…" The observer growled in a low tone as he watched a wolf creature tear the throat out of one of its bear-like kin. None of them even glance upwards at his position or sense him from that matter. "Very soon I will be rid of you."

On his right wrist, a screen flash to life, bringing his attention.

_"Lord Kang,"_ One of his minions spoke from it. _"We have a suspect in our custody."_

"Excellent," Kang replied. "I will be with you shortly. Keep them detained until my arrival."

_"_Yes,_ Milord."_

Kang ended the transmission and gave the scene one last hard glance. "Initiate Chronal Jump to Beacon Academy Base. Area Code RS-1513."

In a flash of purple, he traveled through time and space. Within seconds, he was in the amphitheater of Beacon Academy. What once was an area for selecting the teams of Remnants so-called protectors now became a new throne room. Kang got up from the Time-Chair and walked to the throne upon the stage. Behind the throne stood two statues of himself parallel to each other, holding a globe of Remnant above them.

He sat upon the throne and turned his attention to the doors to the amphitheater. "Bring in the prisoner!"

The doors opened inwards and two of his soldiers armed with rifles came forward with the prisoner walking in front. He is a man too tall for anyone to realize he is a teenager. Burnt-Orange hair is a mess and stained with blood. Silver-gray armor cracked at the symbol of an outstretched bird, ready to fall apart at any moment. Black shirt and pants have been reduced to rags, exposing several cuts and bruises that his aura didn't heal yet. His hands are bound by green energy in front of him.

When he is in front of him, the prisoner glared at the conqueror with indigo eyes. Kang didn't care, his insults mean nothing to him.

_"Kneel before Lord Kang! Your ruler!"_ The guards shouted. When he didn't comply, the one on his right shoved the butt of his rifle into his back. Grunting, he fell to the ground on his knees, rifles trained on him. Kang held up a hand and waved them off.

"Cardin Winchester," Kang spoke the name of the prisoner with an air of familiarity. "Leader of team CRDL – Sorry, _former_ team leader of CRDL. From what I heard; the rest of your team didn't exactly survive."

"Gee, I wonder why," Cardin asked with venom in his voice. "Could it be the fact that your bucket heads killed them in cold blood? Not that they had any."

_"Quiet!"_ A guard raised his rifle to strike, but Kang waved him off again.

"Your anger is much expected," Kang spoke without care. "In time, you will find it futile to resist. But enough of that, I assume you know why my guards brought you here?"

"Not a clue you blue-headed freak," Cardin replied, which lead to one of the guards striking him in the head.

"Oh, I think you know, otherwise I wouldn't have known about the incident fifteen minutes ago. You see, approximately one hour after my conquest, I gave Beacon Academy and Vale a deal. If they had accepted, I would have been a lot more merciful.

"Approximately an hour ago, your Academy refused to surrender the_ individuals_ that I ordered them to," Kang continued, stressing the word individuals as if it displeased him. "So, I sent my forces to bring them to me. Then, I received word that you and your team have not only resisted but are caught in the act of aiding the fugitives. You fought bravely for ten minutes before three-quarters of your team have died with you as it's the only survivor. So, I will ask you this once…"

Kang stood up and gave the boy a hard glare. He opened a portal and pulled out a green energy sword. Holding it threateningly at his throat, he asked the question.

"**Where are they?**"

* * *

_Vale_

A contingent of Kang's soldiers marched through the streets of Vale. Overhead, ships patrolled the skies. Onlookers pulled back in fear or else ran into random buildings and bolted the door. The Soldiers didn't pay them any heed as they continued their patrol, meeting up with another. Above them, ships flew with lights shining down upon the streets.

Their leaders stepped forward.

"Any sign of them?"

"None. We've swept the area, no sign of them"

"Keep searching, Interrogate the locals. Lord Kang wants them alive."

"Understood."

The two leaders went back to their patrols and resumed their march. When the street was clear, the boarded door of the store _From Dust till Dawn_ opened slightly. An old man wearing an apron peered out from behind the boarded-up door and glanced around.

"The streets are clear," The Shopkeeper closed the door and turned to his guests. Teams RWBY and JNPR stood in a semi-circle in the clear space. Shelves have been moved to barricade against the shattered windows. Dispensers contained black powder. "You'll be safe for now."

"Thank you, Mister," Ruby Rose, leader of Team RWBY, smiled. "It is nice of you to give us refuge in your shop. Even though it…. Well…" She struggled for the right choice of words.

"That's alright," The Shopkeeper smiled as he walked to the back of the store. "You helped me with Roman Torchwick a while back young miss, it's only natural that I return the favor. I'll be in the back if you need me."

"Thank you," Ruby called after him. Her smile then faded as she looked to her friends. They shared the same expression.

"We can't stay here for long," She declared.

"Agreed," Weiss Schnee nodded. "If those metalheads find us, they'll take him away for harboring _fugitives_."

"We'll have to wait until they're gone," Blake spoke carefully, peeking out through the boarded windows as much as she dared. "Once they finished their patrols, we should be clear to make our way to the docks."

"Great," Yang, Ruby's half-sister, groaned as she crossed her arms in frustration. "More sneaking around."

Everyone became silent.

"We should probably check our weapons," Ruby spoke quietly, taking out Crescent Rose from behind her back. "And empty them of dust. I mean, it's not like we can use it anymore. It will only slow us down. Yang, could you set up the barricade?"

"Sure, thing Rubes."

Everyone nodded and went to different parts of the room. They took out their weapons to perform maintenance. Yang grabbed some shelves and started setting them against the door. As they worked, they asked the same question ever since the invasion.

_How did this happen?_

It all happened during the Vytal Festival. It was a tradition created to celebrate the peace between the Kingdoms. Every two years, a Kingdom would be chosen to open its doors to allow citizens from every corner of Remnant to meet and indulge in one another's cultures. The major part of the festival is the combat tournament, which students from each of the four huntsman academies: Beacon Academy for Vale, Haven Academy for Mistral, Shade Academy for Vacuo, and finally Atlas. Teams RWBY and JNPR are among the others chosen to participate in the tournament.

They easily made it through the tournament right up to the singles round. The first match was between Mercury Black and Ruby's sister Yang Xiao Long when it happened. The power suddenly fluctuated as a series of portals encircled the arena. From each portal, soldiers armed with what appeared to be advanced weaponry marched out. More portals had appeared all over the Amity Colosseum and more soldiers came out armed with the same weaponry. Everyone looked at the soldiers in tension before a hologram appeared between the fighters. The hologram showed the leader of soldiers, and it showed a man in alien-like armor. His blue face seemed to be glaring at everyone.

"_Greetings, Remnant",_ He spoke. "_I am Kang the Conqueror. I have come from beyond time and space to deliver a message."_

He raised his hand and brought it down, which signaled the soldiers to begin firing their weapons. The students looked on at horror as many of their classmates fell before they finally called their weapons. They fought off the soldiers, eventually finding out that they are mechanical, which happily allowed them not to hold back. Despite that, their weapons can pierce their aura like a knife through warm butter.

But it wasn't just happening at Amity Colosseum, it was also happening at Vale and Beacon. In only a manner of minutes, it became overrun by swarms of robots. Communication through the CCT revealed that this was happening everywhere. Atlas, Vacuo, Mistral, and every other place is being attacked by Kang's forces. It was thanks to the increased presence of the Huntsman and military in Vale that they were able to fight them off. Eventually, they manage to beat the robots down to scrap metal and all is well.

But then fortune turned its back on them.

Reports came of large pillars being set up all around Remnant. As they were wondering their purpose, Kang's hologram appeared to them and revealed that he was only studying their defenses. They hadn't even won the battle, because his forces were never defeated. It was then he did the unthinkable.

With the press of a button, he rendered all Dust inert.

Somehow, he managed to recreate the phenomena that rendered dust inert in the atmosphere. The pillars appear to be the cause. Because of that, Remnant lost access to technology powered by dust, the lifeblood of their society. The ships that Ironwood had brought to the festival crashed to the ground along with Amity Colosseum. The Atlesian Knights and Paladins became nothing but useless contraptions of metal. The CCT was the only thing that remained working to show what is going on at the other Kingdoms. No one had time to count the casualties as the robots suddenly repaired themselves and resumed their assault. Without the aid of dust, they were losing the fight.

Then one by one, each of the Kingdoms surrendered to Kang. Mistral was the first to surrender. Even Atlas despite General Ironwoods' protests. But there was no use fighting the enemy that brought them to their knees easily. Vale became the last Kingdom to surrender.

But that isn't the worst that has happened.

Teams RWBY and JNPR were despondent about the surrender. They were wondering what to do now when suddenly, Team CRDL came to their rooms and told them to come with them. Their leader Cardin told them that Kang accepted each kingdom's surrender on the condition that they surrender certain individuals to him for execution. Failure to do so will be punished by force. The Council of Vale contacted Beacon and ordered them to surrender seven people into their custody: Ruby Rose, Weiss Schnee, Blake Belladonna, Yang Xiao Long, Jaune Arc, Nora Valkyrie, and Lie Ren.

The fact that the council was willing to surrender seven innocent students came as a shock to the huntsman-and-huntresses-in-training. CRDL assured them that it's not going to happen and that Ozpin ordered him and his team to help them escape. Once they're away from Beacon, they are to make their way to the island of Patch. Somehow, it was left untouched by Kang's invasion. If they can get to it, it can be a haven for them and anyone else. They were just getting to the docking bay when everything fell apart by the untimely arrival of Kang's forces. Cardin told them to go without them despite their protests.

"If he wants you, you likely a threat to him," Cardin told them, specifically Jaune. He gave each of them a smile. "So, go give that guy some hell, okay?"

Then they made their way by to the city by boat, thankfully it was an older version that didn't require dust. After hiding it somewhere along the channel, they made their way to the docks. Unfortunately, Kang had sent troops to look for them. The androids were interrogating their people when one of them pointed them out. They ran away from the troops, sticking to alleyways to avoid detection. They were close to being caught until the old man let them inside his store.

"I hoped nothing bad happened to him," Jaune spoke out, causing everyone to look at him. "I mean, he may have been a bully but that doesn't mean he deserves to die."

"Agreed," Nora pouted. "I didn't get to break his legs."

"I'm sure he will be alright," Pyrrha tried to assure them. "He may have been arrogant, but he is a fighter."

"Still," Yang growled as she pounded the counter she sat on. "We could've stayed to help."

"What would that accomplish?" Weiss asked. Yang tried to come up with a response, but she found none. The heiress finished removing the dust in Myrtenaster and flicks the MADR back. She held up what was once a fire dust crystal, noting that it looked lifeless and dull. She tried using it with her semblance, but it didn't react at all. Despondent, she threw it away from her.

"Our fighting capabilities are diminished," Ren pointed out. Right now, he is emptying the magazines of Stormflower. "His troops can pick us off at long distance if we aren't careful. Not to mention our guns."

"Right," Yang mumbled reluctantly as she checked her Ember Celica. Her weapon is designed with shotguns in them to give her explosive power at close range. She'll have to rely on fighting without it.

"Not to mention my grenades," Nora bemoaned as she emptied Magnhild's ammo drum.

"I'm sure we can think of something," Ruby tried to pick everyone's spirit up. "Once we get to Patch, we can work out a plan to- "

"But what can we do?"

Everyone turned to look at Blake, who sat on her knees over Gambol Shroud. She lost her bow during the fighting, exposing her cat ears. The Faunus kept her gaze on her weapon Gambol Shroud.

"What do you mean?" Yang asked as if she can't believe what she is hearing.

"I mean what's the point," Blake looked at them. "There isn't anything that we can do against Kang."

"So, you're saying we should give up?!" Yang angrily asked.

"How can we when we've already lost?!" Blake shouted back, startling everyone. "In case you haven't been listening, we've already lost and all it took was one day for Kang to conquer Remnant! If things weren't bad enough, he has not only his army but the entire world out to get us! Hell, we don't even know why he even wants us executed! We're lucky the shopkeeper isn't one of them!"

"It wasn't luck! He's a good guy!" Ruby protested, but Jaune joined in the argument.

"And not to mention we're endangering his life," he said mournfully. "I agree that we have to leave, but where can we go? I have seven sisters that I can't endanger. Even if we could, how do we get from here to Atlas without those android's coming?"

Everyone became depressed again.

"So, what do we do?" Nora asked, her usual optimism gone. No one spoke for a moment.

"We keep fighting."

Ruby's voice is filled with determination. Everyone turned to the silver-eyed girl as she finished maintenance on Crescent Rose and placed it behind her.

"Look, I get it, we lost," She began. "In just one day, Kang came and took everything from us. Our Freedom, our Joy, and now our normal lives. He's turned most of Remnant against us, some of them lost the will to fight. With the technology and resources at his disposal, beating him is impossible."

Everyone listened as she stated the situation.

"But that does not mean we should give up!" She shouted. "We have to put the fighting spirit back into remnant! Sure, he has the advantage, but we have people here who know Remnant inside out. We've also been fighting Grimm if history can count, our Semblance and skills can more than makeup for the technology at his disposal. We are few right now, but we all have our strengths. In time, we can become something more."

She began gesturing to her teammates. Her friends. Her family.

"While Weiss's combat efficiency is reduced, her semblance is still invaluable to us."

"While I object to half of that statement, but you have a point," Weiss said.

"Blake has experience in infiltration and guerilla combat. Not to mention your Faunus traits give us an advantage in the night."

Blake wanted to point out the fact that the robots may have the same thing but decided to let her continue. She could her morale rising even if a little.

"Yang is one of the best fighters in our team. Her strength can crush their skulls and send them flying."

Yang smirked at the compliment. The first real smile she has shown since the invasion. "Thanks, sis!"

"Your welcome!" Ruby smiled, then turned to Jaune. "Jaune, you may have little fighting experience than the rest of us. But your brain, you can think of the brightest of strategies! Heck, you might be able to outwit Kang!"

Jaune scratched his cheek bashfully.

"Pyrrha, we don't know why you weren't included with your team, no offense. But we are glad to have you with us! With your semblance and skills, you can handle Kang's forces with ease."

Pyrrha gave a determined nod.

"Nora, while your grenade launcher is useless, you still have your hammer. Not to mention that you how to use it and where to smash."

Nora grinned and hefted Magnhild in hammer form.

"Ren, you mentioned that they have the long-range weapons advantage. You can easily evade their shots and take them out. They won't be able to keep up with you."

"Y-yeah," Ren said with uncertainty. He still remembered being sniper bait for the Vytal Festival. He most certainly isn't happy about being an android bait. But he didn't speak that out loud.

"The only thing stopping us is fear. But if it will reignite hope, then I will continue to fight," Ruby declared. "If we end up losing, at least we will go down on our terms!"

No one spoke for a moment, then Yang approached her sister and placed a hand on her shoulder.

"You're not going anywhere without me Rubes," She told her. Then grinned. "Besides, I want the first crack at that blue bastard."

Weiss came forward at her shoulder. "As stupid as this sounds, I'm on board. As a member of Team RWBY, I must see to it that we succeed."

Blake perked up her ears as she came forward. "I don't have anywhere else to go now. Besides, I'm done running away."

Ruby smiled at her team and turned to JNPR. "What about you guys?"

"Even if we don't know why we're being hunted, I will never abandon my friends," Jaune said with a voice of steel. "I may not be a great fighter like the rest of you, but like it or not, we're all in this together."

"Likewise," Pyrrha declared. "I don't know why Kang wants just three of my team, but I'm going to make sure he regrets it."

"Same here!" Nora hefted her hammer and grabbed Ren in a headlock. "Me and Ren with Team JNPR forever! Right, Renny?!"

"Y-yeah," Ren gasped helplessly, used to her antics.

Ruby smiled. "Thanks, everyone."

"So, what's the plan, Ruby?" Yang asked.

"Our first step is getting to the docks," Ruby explained. "We can find a functioning boat to take to patch. Our father and Uncle Qrow will be there at Signal. If we can find more people willing to fight there, we can start a resistance. From there, I don't know."

"It's a start," Jaune agreed. "We need to take it nice and slow." He pulled out a map and laid it on the floor. He pointed to where the store is. "From here we can take the alleyways to avoid detection. I've also highlighted routes which will allow us to avoid the patrol ships. We'll have to set up a distraction to keep them off us while we find a boat."

"I think I can provide that!" Nora sang excitedly. "So, what are we waiting for?!" Let's get out and…"

Before she could finish, something banged at the front door. The two teams grew tense as the sound matched metal against wood.

_Open! We know you're in there!_

"They found us!" Ren half-whispered.

Everyone grabbed their weapons and aimed it at the shuddering door, the barricade being pushed back inch by inch. While their range-weapon configurations are currently defunct, they can still fight at close quarters. But space is limited, and there could be a lot of Kang's robots outside. Not to mention their aura piercing weapons.

"What do we do?" Blake asked. Gambol Shroud is held dual wield style. The blade in her right hand and its sheath in the other.

"This way!"

Eight heads turned to the Shopkeeper, who is gesturing them to come to the back of his store. The huntsman-and-huntresses-in-training immediately followed him inside the backroom. He led them to the backdoor. He proceeded to open it to the alleyway.

Sounds of wood breaking echoed from behind them.

"They're breaking down the door," Blake panicked.

"Get going," The Shopkeeper hurriedly rushed them out. As Ruby exited, she turned to face him.

"What about you?"

He didn't answer, rather he went back inside the door and shut it. A lock can be heard from the inside. They heard a muffled sound of the door being broken down.

Ruby realized what the Shopkeeper intends to do.

"No!" She shouted, and tried to go back in with Yang, but they were held back by their partners. Jaune is held back by his team.

"Let me go!"

"No, you dolt," Weiss said in a surprisingly calm voice. "If we go in now, we'll be caught as well. Not only that, he'll be caught in the crossfire."

"So, we're just going to leave him there?" Yang accused, struggling against Blake's grip. The Faunus was starting to lose her grip.

"Jaune, please calm down," Pyrrha pleaded to her furious partner. "There is another way, and you can think of one."

Jaune calmed down at his partner's request. After a deep breath, he closed his eyes and began to think. After less than ten seconds, he opened his eyes.

"Guys, I have an idea, "Jaune said, everyone, turning to him. "First, let's get to the roof."

"The Roof?"

Sheathing his sword, Jaune walked to the wall and addressed Pyrrha. "Pyrrha, could you...Uhm…"

Pyrrha understood and raised her hand. A black aura glowed around it as she activated her semblance. Jaune's chest plate glowed black as he is lifted into the air and set upon the roof. She did the same to the others who can't get up there. Blake threw Gambol Shroud up to the roof and used it to pull herself up. Nora giggled as she is lifted by Magnhild to the roof. Ren simply scaled the walls with his agility.

Once they reconvened, Jaune leads them to the other side of the building. On the street, the shopkeeper is dragged out by a robot to a commander. The robot deposited him in front of the commander. A dozen other androids surrounded them, preventing him from making any attempts to escape.

The Commander looked upon the feeble old man.

_Where are they?_

The Shopkeeper was trembling as he looked up at the menacing green lenses as it glared at him.

"I don't know."

"_Don't give me that,"_ The Commander grabbed him by the lapels and lifted him off the ground at eye level. _"We detected nine heat signatures including yours. Seven of them matched the fugitives. You were harboring the said fugitives willingly. But when we searched for them in the area, you were the only one. So, I ask again: where are they?"_

"I don't know," The Shopkeeper insisted.

RWBY and JNPR watched as the Commander interrogated the Shopkeeper. They could feel that it can only escalate. All they could feel was rage as they quietly took out their weapons.

"They're going to kill him if they keep this up," Blake whispered as she drew Gambol Shroud.

"Not if we can help it," Jaune whispered to everyone as he drew his sword. Crocea Mors expanded into its kite shield form. "Here's the plan: One of us gets him away from the area while the rest of us hold them off. Make sure to cause enough noise. Just make sure to leave one alive."

"Why?" Yang asked as she cracked her knuckles. "I say that we trash them all." Nora nodding her head in agreement.

"Trust me," Jaune assured her. Then he turned to Ruby. "Ruby, can you…"

A burst of rose petals answered his unfinished question before he could blink. All eyes followed her as she landed between the Commander and Shopkeeper.

"Leave him alone!" She shouted as she grabbed the shopkeeper and sped him to safety in a trail of petals.

"_It's Ruby Rose! One of the fugitives!"_ The Commander shouted. _"Alert all forces and Kang! We've found one of the fugitives and begin pursuit!"_

"There's no need!"

Every metalhead turned to see the students on the rooftop, weapons raised and faces set to a frown.

"We can take you to where she's going!" Yang shouted. "To the Scrapyard!"

Then the students descended upon them.

Yang roared as she planted her feet onto a robot's face, crushing its head underfoot. She then charged towards two of them, grabbing both of their heads and slamming them together. As they crumpled to the floor, a soldier trying to run her through with an energy spear. Grabbing the spear, she yanked it out of its hands and proceeded to skewer it upon its tip. More robots surrounded her to overwhelm her, so she gripped the spear firmly at the end and spun her body so fast that she's a top, slicing them in half. Green shots almost hit her, turning her attention to a rifleman. Charging at them, whilst being careful to dodge the deadly green energy, and delivered a strong strike to its abdomen. Then she grabbed its head and brought it upon her knee before rushing to crush more robots.

Another of Kang's robots raised its rifle to take a shot at her, only for a blade to suddenly embed itself into its back. Blake yanked the ribbon, bringing it towards her where she used her scabbard to sever its neck. They learned that the only way to prevent them from repairing themselves and adapting was to destroy its head. Or in her case, sever it from its body. As the stump that was once its neck sparked with electrical energy, three more charged at her with energy swords. Each time they slashed at her, they only found empty air as Blake's shadow clones took the blow for her.

On the one side of the street, Weiss faced a horde of Robots, cursing combat impairment. She could easily wipe them out with a stream of flame or ice. But without her dust, her fighting capabilities had been reduced, thus removing accessibility to most of her glyphs.

"Dammit," She cursed. As she wondered what to do, her eyes fell upon a pile of rubble. Suddenly an idea formed into her head.

Raising Myrtenaster in front of her, she formed a repulsion glyph underneath it. It shot up in the air at high speed and met a glyph that formed above it. The rubble hots across the sky and met another glyph. This pattern continued repeating, gaining speed each time, before Weiss unleashed it upon the robots. Kang's machines fell beneath the force of the rubble, the rock tearing into them and reducing them to scrap. Any that didn't fall or managed to avoid it Weiss redirected with her Glyphs. After a few moments, robot parts littered the street.

"Clean up on aisle one please," Weiss quipped. Then she groaned and palmed her forehead. "Great, I'm sounding like Yang."

"Weiss!"

Weiss turned as Jaune blocked a green blast of energy with his shield.

"Are you alright?" Jaune asked, then she nodded. Relieved that she is okay, he turned his attention to the rifleman with a scowl. He charged at the robot with his shield held high to block more shots. The shield began to heat up from each shot, but the boy gritted his teeth and endured the pain. When he got close, he slammed his shield into the rifle and slashed across its torso, making sparks fly. After learning the hard way about metal conducting electricity, he slashed it underfoot and sliced its cranium in half.

Jaune raised his shield again to block a sniper shot from a nearby roof.

"Pyrrha!" He called, crouching down and holding his shield above his head.

The invincible girl rushed toward him and jumped onto his shield like a platform. With support from Jaune, she leaped into the air and threw Akoúo̱ at the sniper. The discus sliced through the neck as Pyrrha landed, Miló in its javelin form. Looking ahead, she saw several robots aiming their energy rifles at her.

She held up a hand, the mistral champion recalled her shield with her semblance. Akoúo̱ sliced through three robots before returning to her hand. Throwing Miló at another sniper trying to take a shot at Yang, she held her hands in front of her. The robots glowed black as they were lifted into the air and smashed against each other. Pyrrha kept up the pressure on them until they became a metal ball. While she could easily take them in close combat, she could the running and fighting taking its toll on her muscles.

Besides, she had a plan to follow.

"Nora!" She shouted to her friend on the ground, who had just smashed a robot's head flat as a pancake. Nora turned her head to face her, wiping her mouth of drool. "Heads up!"

She flung the sphere of metal to her position. Nora wore a grin as she shifted her stance. She held Magnhild like a golf club as it approached her.

"Four!" She smacked her hammer towards a cluster of robots.

The cluster happened to be where Ren is fighting. Without bullets, he resorted to close combat, He sliced through several necks of the robots before switching to hand-to-hand. Throwing Stormflower like boomerangs at two snipers, he threw aura infused chop at a robot's neck, severing it from its body. Next, he delivered a roundhouse kick to another robot and crushed its head with an ax kick. As he became surrounded by more robots, he suddenly picked up on the oncoming metal projectile. He leaped into the air to avoid it. The metal ball of crushed robots collided with them and crushed them against a building, which collapsed above it. Ren landed onto the ground and received Stormflower. The Mistral turned his attention to a grinning Nora.

"Please don't do that again," He groaned.

"Okay!"

The Commander and a few others are the only robots left. They raised their weapons at the student, but before they could fire the wind blew in with rose petals. What followed could only be described as metal slicing metal. Everything became still for a moment, then the last of the robot's upper bodies fell to the ground with a crash. Their lower bodies followed suit, ceasing to function. Ruby stood atop a fallen robot, Crescent Rose's hooked blade cutting across the sky, glinting from the moonlight. Her silver eyes glared at the littered bodies.

"That's all of them," She announced.

"Ruby!" Yang rushed to her sister and embraced her. The others converged upon her. They celebrated their victory.

"That was grand!"

"I got to play golf!"

"So, where's the old guy?" Yang asked.

"I took him as far away from the fight as possible," She answered. Movement on the ground drew her attention. Crawling away was the commander, dragging his upper body by one arm.

"I got him," Yang growled and started forward, only for Ruby to stop her.

"No Yang," She firmly said. "We need it intact."

"She's right Yang," Jaune stepped in before she could protest. "If he reports to Kang, he'll know we are here. That way, he will alert his forces which…"

"Will leave the people alone to pursue us," Yang finished, her anger faded away. Then she smirked. "Smart plan Vomit Boy."

"Hey!"

"That's our fearless leader for you!" Nora wrapped Jaune in a one-armed hug. Pyrrha simply smiled as Jaune struggled in Nora's strong grip.

"Anyway, this proves my point!" Ruby announced to them. "We just took down a dozen of Kang's robots. Why? Because we overcame our fear. If we can do that, we can- "

"Ruby," Weiss interrupted, spreading her arms wide. Ruby noticed that the others have already left her hanging. "As much as we want to hear your aspiring speech, I believe that we should run BEFORE more of those things catch us?!"

"Oh right!" Ruby exclaimed as she ran with her partner. Inside her, she is proud that they are back to fighting morale.

* * *

_Beacon Academy_

Kang sat upon his throne in silent contemplation.

His interrogation of Cardin Winchester proved unfruitful. The boy refused to give information about the whereabouts of those criminals. In his anger, he decapitated the boy and had his corpse sent to the dorm. He had to admit, his resolve is something to admire. But he had some fugitives to find.

"Given the time they escaped Beacon, it can be safe to assume that they're still in the city," He mused. "Just where is yet to be revealed. I'm confident that my forces will find them."

Then the door opened to admit a guard.

"Lord Kang," It announced. "We've brought the two you have requested."

"Excellent," He said as the guard brought forward Professors Ozpin and Glynda Goodwitch. Both professors of Beacon Academy looked weathered and worn from the conquest. While Ozpin's face remained stoic, Glynda's was of anger. Kang can guess why. Each of them had been stripped of their weapons, though Kang wondered the significance of a crop and a cane. Even if they did, he could take them with no problem.

"Leave us," Kang dismissed the guard. After it left, it was just him and the professors in the amphitheater.

"Kang," Ozpin greeted the Conqueror. His tone was cold. "You've summoned us."

"Love what you have done with the place," Glynda sarcastically praised as she glanced around the amphitheater.

"I can tell your displeased," Kang remarked. "But it matters little. I have a pressing matter in which I want to discuss with you."

"Teams RWBY and JNPR," Glynda growled. She wished she had her riding crop to trash the man who wants several of her students dead."

"To be more precise," Kang clarified. "Just Jaune Arc, Nora Valkyrie, and Lie Ren from team JNPR. Also, Qrow Branwen when my forces find him."

"We know," Ozpin replied, raising his hand to calm Glynda. Beneath his stoic expression, he is angry that several of his students are being hunted for no apparent reason. It further increased when the guards had delivered Mr. Winchester's headless corpse. He couldn't imagine the horrors that he had inflicted upon him before the conqueror had granted him a merciful death.

"Good," Kang nodded. "From what I can gather, Cardin here couldn't have thought this up. Considering how he and his team avoided detection by my forces until one hour and thirty minutes ago, the most likely mastermind behind this plan would've been you."

"And if I were?" Ozpin asked without fear.

"Then you would know where they're going," Kang continued. "In that case, you will tell me where they are, or everyone except you will suffer the same fate as them."

"Why are you doing this?" Glynda demanded. "What have my students done to you?"

Kang's face became serious.

"To save the universe from them."

Ozpin and Glynda could only stare in silent shock at his words.

"What do you mean?" Ozpin asked.

Kang regarded him with a look as if reading him like a book. "I think that we both know what betrayal feels like. Don't you… Ozma?"

Ozpin's stoic expression became pale as a ghost. Glynda looked back and forth between the two of them with a concerned expression. She hadn't heard that name before. Nor had she ever seen the calm and collected headmaster like this before.

"H-how do you know that name?" The headmaster warily asked. His hands trembled as he fought the urge to reach for a cane that wasn't there.

"The same way I know about _her_," Kang continued. "From the tower to your unfortunate fallout over certain relics. Should I mention the maidens as well?"

Ozpin's expression began to crumble at Kang's words. Before he could answer, a beep sounded. Kang glanced down at his wrist and activated a communicator.

"_Lord Kang, we've located the fugitives and have begun pursuit."_

Ozpin and Glynda's expressions turned to horror at those words. They were specifically told not to cause too much on their way to Patch. What were they thinking?

"Excellent," Kang said with a predatory grin. "Where are they headed?"

"_The Docks Milord! They intend to escape to the sea."_

"The sea…" Kang pondered that. "Have my forces set up a perimeter, but do not engage them. Standby for further orders."

"_How shall we capture the fugitives?"_

"You won't," The Conqueror answered. "I'm sending a Stimuloid to apprehend them. I will wait back at the Damocles."

With that, he ended the transmission.

"May I ask what a Stimuloid is?" Ozpin asked a note of fear in his voice. Glynda began to feel scared as well. Whatever this Stimuloid is, it can't be good.

Instead of answering, Kang raised a hand to the screen behind him. They are the only thing that he hadn't removed. They flickered to life and it showed the docks of Vale.

"Why don't I show you instead?"

* * *

"We're almost there!"

RWBY and JNPR rushed down a street. Up ahead is a view of the open sea, right where they can find the docks. If they can find a ship, they can get to Patch and meet up with Qrow. Then they can mount up a resistance to fight against Kang.

"Hurry!" Jaune shouted, his voice straining. "We need to find a boat before they can catch up with us! Yang, Nora can you set up a distraction?"

"You got it, boss!" Nora shouted. Yang gave him a thumbs up.

They were almost at the end of the street before everyone realized that Pyrrha wasn't with them.

"Pyrrha?" Everyone stopped and turned to find her facing the direction that they came from.

"What are you doing?" Jaune exclaimed as he ran back to her and grabbing her shoulder. "We've got to go before they catch us!"

"But somethings wrong," Pyrrha told him. "It's too quiet."

"She's right," Blake said with her cat ears twitching. "I don't hear anything."

Everyone became concerned about this. Before they could ponder any further, a noise caught their attention. Turning around, they saw several of Kang's androids each hovering over an apparatus. A green beam shot out from them. Behind them, another row of them has been set up. More beams shot up into the air before they widened to create a domed barrier.

"What are they doing?"

"They're trapping us," Blake said, fear in her voice. Her cat ears are flat against her skull. "That can't be good."

"Why though?" Weiss asked. Everyone was thinking the same thing. They waited for several moments, but nothing happened. No robots stormed the barrier to attack them with energy weapons.

It was Ren who picked it up.

"Scatter!" He shouted. Teams RWBY and JNPR scattered as a purple distortion appeared right where they were standing. Everyone raised their weapons at what could be a million hordes of robots rushing out of the portal.

To their surprise, only one stepped out. This one was different from the others.

It took on a more humanoid appearance than the other robots they've fought, but larger than them. If they had to guess, he's roughly the size of an Ursa. He wore purple armor which left his upper arms bare and his forearms are wrapped with purple gauntlets. His purple eyes glared upon them like insects.

"Okay, we didn't see that one during the invasion!" Ruby squeaked. "Question is why now?"

"Any idea what it's does?" Weiss asked.

"Who cares?!" Yang yelled, activating Ember Celica. "He doesn't appear to have any energy weapons on him. I say we take it down and deal with the bucket heads who put up the barrier!"

Everyone nodded their agreement. They all readied their weapon and charged at the robot. The robot rushed to meet them; fists raised. He brought his fist down upon Ruby and Blake, both dodge the fist as it smashed into the ground creating a crater.

"Eeep!" Ruby squeaked, the dashed away with her semblance as he smashed into another store. Dashing again, she got behind him. Ruby gripped Crescent Rose and slashed across his back. She only succeeded in knocking him into the ground on a knee. Before he could get up, Blake fell from above and kicked him in the head, making him fall flat. The android rose and turned his attention to her. When he tried to grab her, she left a shadow clone in her wake. Unfortunately for her, that used the last of her aura, which left her open as the android grabbed her and lifted her. His grip tightened, drawing a gasp of pain.

"LET GO OF HER!" A red-eyed Yang roared as she and Nora charged at the alien android. Yang punched the android with all her might in the abdomen. Nora's hammer added more force to push the android off the ground and into the store. Blake fell from the androids grasp and into Yang's arms.

"Are you all right?" Yang asked, her lilac eyes widening in concern as she rushed away from the fighting. Weiss is using her glyphs to launch rubble at the android, who raised his arms to block it.

"I won't be moving any time soon," Blake groaned then winced in pain. "I think it broke a few bones."

"Stay here," Yang laid her against a building and rushed back to the fighting. Ruby and Jaune were hacking away at the machine.

"It's gotten smarter!" Jaune yelled as he blocked a fist with his shield, nearly buckling under the force of the punch.

"I know," Ruby swiped at the android's face with her scythe.

"Move!" The two of them stepped aside as Yang punched the android. This time though, it didn't budge an inch. She could stare in surprise as it smacked her away to a nearby building. Ruby would've been concerned, but an idea formed in her head.

"Yang!" She shouted into the Yang-sized hole. "We'll distract him! If we can make an opening, you can use your semblance to end him!"

"Sounds like a plan!" Yang's smiling face emerged from the ruined building. Ruby reengaged the android whilst Ren is striking it's back with aura infused fists. Jaune was about to join in before Pyrrha pulled him back.

"Jaune, wait!" Pyrrha urgently spoke. "Somethings up!"

"What do you mean?" Jaune asked his teammate. The android had just received more rubble to the face courtesy of Weiss. She provided covering fire from the rooftop. This distracted him long enough for Ruby to slash him at the back of his knees with Crescent rose.

"Doesn't that android look bigger?" She asked. When they gave him a puzzled look, she explained, "Take a look! It wasn't bigger than I remembered. Also, none of our attacks had any effect on it ever since we've started."

"I noticed," Jaune looked closely at the fighting. "None of my strikes have left a scratch on it. Not to mention that we've never fought this type until now. It should've been scrap metal by now unless…"

Nora had just leaped at the face of the Android and smacked Magnhild into his face. As it careened away, Jaune finally saw it. Just barely, the muscular build of the android expanded like a balloon. Its height was nearing that of the surrounding buildings around them.

Jaune didn't need to see more to connect the dots.

"EVERYONE STOP! STOP!" He shouted to his teammates, who turned to look at him. That was a bad time because the Android brought its fist down on Nora and Ren. Ruby got them away just in time thanks to her semblance, leaving him to strike nothing but rose petals.

"What's wrong?" Ruby asked as she deposited Ren and Nora. Weiss skimmed down from the rooftops on her glyphs.

"I finally get it!" He explained in a panic. "We have to stop Yang! It will only- "

Everyone was interrupted by an explosion of yellow flames. They turned to see Yang standing before the android, her hair in flames. Her red eyes glared at it with a triumphant smirk.

"It's over now you chrome dome," She declared. Then she charged at the android with her fist reeled back.

"Yang! Stop!" Jaunes' warning fell on deaf ears as Yang had punched the Android. Thanks to her semblance, she took in the power from the blows that she had taken from the Android and had delivered it with twice the power. The android recoiled from the blow and flew back down the street. It hit the barrier, kicking up a dust cloud.

"And that's all folks!" Yang chirped as her hair returned to normal. The blonde brawler turned to her team. Her smile faded as she saw their expressions of horror. "What? Do I have something on my face? I know I look scary when I activate my semblance…"

"Not you…" Weiss lifted a finger feebly. "**That.**"

Yang turned around and felt her jaw hit the floor. The dust cloud cleared, and it revealed the Android intact. It stood tall completely unharmed by the blow Yang gave him.

But what stood out to them was that it was roughly the size of a Goliath.

"Okay," Yang slowly said. "How did that happen?"

"It was us," Everyone turned to Jaune for an explanation. He elaborated further. "It's built with a function almost like Yang's semblance. Every time we hit it gets bigger and stronger. That's why our attacks haven't been doing anything! We've never harmed it in the first place!"

"So then when I hit it with everything that it gave me, twice as much…" Yang's eyes widened in realization.

"You've made it twice as big and strong," Ruby finished. She turned to the android. "We need a new plan! Maybe we could…"

"No time!" Ren shouted. "Everyone down!"

The Android raised its fists and brought it down to the ground, making it shake. All around the students, the earth shook, making them lose their balance. As it kept pounding the ground, the buildings began to crumble. Rubble fell to the ground and almost hit the huntsmen-and-huntresses-in-training. Below them, the chasm opened splitting the street in two. They ducked out of the way, but they weren't looking, and they found themselves under falling rubble.

The last thing they saw was the giant android stopping and the barrier falling.

[~][~]

I hope you've enjoyed the first chapter of Remnants Mightiest Heroes! I would like to take a moment to thank trestwho for helping me with this, without them this wouldn't be possible. Their Hunters of Justice is a masterpiece and a must-read. I look forward to the next chapter. Just hoping I didn't miss any mistakes. If you notice, let me know. Because I will know the system is out to get me.

See you next time.


	2. The Fugitives Part 2

**Remnant's Mightiest Heroes!**

**Chapter 2: The Fugitives Part 2**

[~][~]

Pyrrha Nikos stirred awake.

Opening her eyes, she was surprised to find herself not buried under rubble and alive. Her brain is still groggy, but she could catch two voices.

"_We've acquired the fugitives, Lord Kang. One of them suffered damage to her bones, but her aura is helping her recover."_

"_Good, I want them alive. Bring them aboard the Damocles."_

"_At once Lord Kang."_

The last voice was one that she recognized. IT was the voice who ordered her friends to be hunted down. Kang the Conqueror.

Her head shot up, ignoring the pain that is coming to her. A few feet from her, Kang's androids are securing her friends in energy shackles. One-by-one, they were dragged into a purple portal, the giant android they've fought earlier followed. It had been reduced back to its normal size. As the rest of the androids followed, one of them saw her.

"_What about her?"_

"_Leave her,"_ It's commanding officer ordered. _"It's these seven that Lord Kang wants. She is no threat."_

As they turn and walked into the portal, Pyrrha felt herself getting up. Grabbing Miló and Akoúo̱, quickly thankful they haven't stripped her of them, she sped to the closing portal. Just as her hand was outstretched to the portal, it closed making her stumble.

She looked back as if expecting another portal to open. After several moments, reality finally took hold.

_Kang has her friends._

"No…" She whispered as she felt her knees buckle and fall to the ground. Her whisper escalated to an anguished scream. "NO! NO! NO!"

Her hands found the ground, gripping it so hard she dug up dirt. Tears fell to the ground as she cried. Right before her eyes, her friends were taken from her. Not just that, she failed to prevent that from happening. The Invincible had many regrets as memories flashed in her head. Her team defeating the Deathstalker, the food fight at the beginning of the second term, and the most cherished of them all the night of the prom.

Specifically, when Jaune put on a dress for her when she couldn't get a date. Though she would've preferred if he asked her out instead. She thought that next time, she can ask him out instead and maybe tell him how much she liked him.

Now that will never happen. He's gone along with the rest of her friends.

Her sobbing was interrupted by the noise of a portal. Looking up, she saw another portal opened in front of her. Scrambling, she drew out her weapons in preparation for a horde of androids coming through. She wondered if Kang changed her mind and wanted her dead. Whatever the case, she will not pass this opportunity to rescue her friends.

So, she waited.

When nothing came out of the portal, she tentatively lowered her guard. Suddenly, she felt a buzzing in her pocket. Putting a hand into it, she pulled out a scroll and to her surprise, it was working. When Kang rendered the dust inert, they couldn't use their scrolls due to the dust batteries inside of them. Even if the CCT didn't go down, communicating will be difficult without their scrolls. To have one working is a miracle.

Flashing on the screen was a message. _If you want to save your friends, get into the portal and follow the arrows._

Pyrrha felt her breath hitch. Someone is helping her, but why? She didn't know if she could trust them or not, but she isn't going to pass up this opportunity.

She readied herself. Then she jumped into the portal.

* * *

Ruby woke up to the feeling of cold metal pressed against her cheek.

Groaning, she picked herself up from the metal floor. After she had woken up from the quake, she saw the barrier go down to let Kang's androids in. With the rubble on them, they couldn't fight back as Kang's androids knocked them out one by one. Now that she's awake, she's in an unfamiliar place.

They're inside a spacious metal tiled room, the wall curving to make the room a circle. But she didn't look around more to find her friends with her. They were arranged with her into a row, with the same energy cuffs as her. Their weapons had been taken from them.

"Is everyone alright?" Ruby asked them and tried to stand up, only to feel something tight on her wrists. Glancing down, she saw green energy cuffs around her wrists, with a long thread of energy trailing into the ground.

"Of course, we are," Weiss sarcastically replied, holding both her hands up. "We've just survived the biggest earthquake only to get taken to who-knows-where by those metal dolts!"

"ARG!" Yang growled as she attempted to break her restraints. "No good. I can't get these off."

"Has anyone seen Pyrrha?" Jaune asked, concern evident in his voice. The others looked around, specifically Ren and Nora. Given the fact that Kang wanted the seven of them, they shouldn't be surprised that Pyrrha isn't with them. But that would mean that she would've been still trapped under rubble in that case. They can only hope that she is alright.

"She'll be alright," Nora assured everyone with a cheerful smile. But it looked forced. "Because she's Pyrrha! It will take more than a quake to take her down! You'll see!"

"Nora…" Ren sighed. "As much as I want to believe it, even she can't survive a quake like that."

"Guys…" Everyone turned to Blake, who was gazing ahead of her with wide eyes. "Look."

Everyone followed her gaze, and they felt their breath taken away. A window opened to show their planet Remnant. Not even the hand-drawn maps can describe and detail the continents and oceans. They wouldn't even keep count of the stars in the black void of space. Remnant once attempted to exit its atmosphere, and they would've attempted space travel if the dust hasn't been rendered inert. So, they were content to just stay on the ground.

"It's beautiful," Nora whispered.

"How are we here?" Weiss breathed at the view of Remnant. "And where are we?"

"You are aboard my ship _The Sword of Damocles_."

Everyone tensed at that voice. The last time they heard it was when the invasion began. Their suspicions were confirmed when a circular platform descended from the ceiling. Standing on it, in advanced battle armor, was the man who took their planet and had them hunted down like dogs.

"This is because there are other ways for space travel," Kang continued in a condensing tone. "But considering how primitive you are, I wouldn't be surprised you assume that dust can do everything."

"Kang…" Ruby glared at the man with the others. Kang only regarded them with an expression of… _was that anger_?

"Yes," He responded coolly. "I am Kang… the Conqueror. You people are. Ruby Rose, Weiss Schnee, Blake Belladonna, and Yang Xiao Long. Together you make team RWBY." He turned to the three members of JNPR. "Jaune Arc, Nora Valkyrie, and Lie Ren. You would've been a full team if Pyrrha Nikos were here."

"What did you do with her?!" Jaune demanded angrily, trying to get up only to fall back down from the shackle.

"If I wanted Nikos here, I would've asked that she be brought here as well," Kang replied without any care if they're mad at him. "It is only you seven that I wish to bring aboard my ship."

"So why?" Ruby demanded with a defiant gaze. "Why do you want us? Because we would build resistance?" To everyone's surprise, he just waved it off.

"No, no," Kang chuckled. "I expect a resistance movement to be formed against me after my conquest of Remnant. I have brought you for another reason."

"What?"

Kang's face hardened to a serious expression. "To save the universe."

Everyone looked baffled at that blunt answer. He said it with a serious expression that they couldn't tell if he was joking.

"Are you kidding me?!" Jaune shouted. "You call conquering our planet, killing millions, and hunting us 'saving' the universe?"

"Are you sure you're not mental?" Weiss shrieked.

"If you're not knocked in the head, maybe I can help you!" Yang shouted.

"Hmmm," Kang stroked the place where his helmet covered his chin. "I suppose this is to be expected. No matter. Tell me, what do you know about your history?"

"Our history?" Blake asked, looking confused that he would ask that question. "As far as we know, we've been fighting the Grimm as long as we remember. But then we spiraled against ourselves and got into the great war. After peace has been made between the kingdoms, the Huntsman academies are created with the sole purpose of combatting the Grimm. The rest is lost from us. That's pretty much our history."

Kang took all of this in silent contemplation. Everyone is wondering where he is going with this.

"You spoke as if you've read from a book," Kang spoke condescendingly. Blake winced at how accurate that sounded. "As anyone can write a book and put anything, they want in it. It's no surprise that they would leave out the true history."

"What do you mean?" Ruby asked. "What true history?"

"How about I show you," Kang said, glowing purple. RWBY and JN(P)R suddenly found themselves enveloped in the purple flash. They covered their eyes with their shackled wrists. For a split second, the felt the cold air of the spaceship change to the warm breeze of an open field. When they opened their eyes, they found themselves in a different place.

A grassy plain stretched out around them; old weapons buried into the ground abandoned. A brown brick road stretched a few feet to their right, leading to a gothic-style castle. The highest tower has a yellow glow coming from within. Tall mountains stood behind the castle, dwarfing.

"Where are we?" Ren asked bewildered, looking around.

"Where have you taken us, Kang?" Ruby asked the Conqueror.

"Not just where," Kang said. "_When_."

"When?" Weiss asked. Then it hit her when she remembered reading one of Blake's books. Specifically, that cheesy line. "Don't tell me…"

"Yes, Weiss Schnee," Kang replied to her shocked face. "I am capable of doing what your people have yet to do: master time itself."

"But that's impossible."

"Not if you are from the future." This drew more surprised looks from RWBY and JN(P)R. "Not you're future," He clarified. "I am from a different planet's future. But we will get to that. For now, just watch."

He gestured his hand to the brown road. Specifically, towards two people coming toward them. One was a blonde woman wearing a pure white gown. The other is a tanned-male wearing green and gray armor wielding a staff tipped with an emerald. To their astonishment, they didn't seem to notice them as they walked by.

"I've taken the liberty of masking our presence," Kang clarified with the astounded RWBY and JN(P)R. "Allow me to introduce you. I'm sure you've met the man who will become to be known as Ozpin. The woman next to him is the biggest threat to your world – Salem."

* * *

Pyrrha rushed down the corridor of the ship, holding her scroll in front of her.

Fortunately, it would appear her mysterious benefactor had enabled her Scroll to work outside o Remnants atmosphere. Otherwise, she would never receive the directions to navigate this massive vessel. When she found out that it was shaped like an actual sword, she figured Ruby would fangirl all over it.

Still, she had things to worry about. Namely her friends.

Whenever a patrol of androids would come, her benefactor would either shut them down to let her pass or redirect them. They told her if she took them down, that will alert Kang and it will start a firefight. She can't risk that.

"Don't worry guys," She whispered. "I will save you."

She quickly pressed herself against the wall as she heard a patrol coming. A six-man team of androids marched by, only to stop. For a moment, Pyrrha held her breath, fearful that they might've spotted her. Then they resumed their march.

The invincible girl sighed in relief. Then her Scroll buzzed, and she held it up.

_Follow them. They will lead you to your friends. Kang is about to begin._

Pyrrha didn't want to know what Kang is about to do. All she could do is stealthily follow the patrol.

* * *

A flash of purple appeared in the arena as the time traveler returned with his prisoners. Kang regarded their stunned expressions.

"As you see," Kang said. "That is how your history happened."

To RWBY and JN(P)R's credit, nobody could get any words out.

First, their world was created by two literal Gods. Kang stated that they're 'Celestials' but didn't elaborate further. The God of Darkness was the one who created the Grimm to spite his older brother. They held a feud with each other until eventually, they called a truce. Both created what would be the first generation of humanity. With Magic, actual Magic like the one in fairy tales.

Years later, the man called Ozma rescued Salem from the castle she was confined in. It shocked them that Professor Ozpin was one of several reincarnations of the warrior wizard. After many happy adventures together, things took the turn for worse. Ozma died, and Salem went to the God of Light to resurrect him. The older brother refused, saying that it will disrupt the balance of life and death. Not deterred, she went to his younger brother to request the same. After being careful not to mention her visit to his older brother, the God of Darkness granted her request. However, his brother had followed her there and exposed her. As punishment, they cursed her with immortality in the hope that she will learn the importance of life and death.

But things didn't go as planned.

Instead of learning, she incited a rebellion. She traveled everywhere and convinced their Kings and Queens to rebel against the Gods. Convincing that they can take their powers for their own, they marched upon the God of the Lights domain. His brother came to his aid, took all of the magic and released a spell that wiped out life on Remnant. After leaving Salem as the only survivor, the Gods left Remnant. It turned out that the God of Darkness was the one who shattered the moon, which answered that mystery.

Alone on Remnant, Salem traveled to the Land of Darkness and threw herself into the pool of darkness in hope of reuniting with her love. But due to her immortality, as Kang pointed out, it mutated her into a Grimm/Human hybrid bent on destruction. The way she looked like a Grimm terrified them as much as they wanted to admit.

Eventually, Humanity reemerged alongside the Faunus. Due to the absence of Magic, they had to rely on dust to combat the Grimm. Salem lived a secluded life away from the rest of Humanity. Until eventually, she reunited with a reincarnated Ozma.

Realizing that they are the only humans left with magic, they set out to act as gods and rule the new humanity. Their kingdom prospered and they came to have four daughters with the ability to wield magic.

But Ozma began to have doubts about Salem's methods, which are becoming to be leaning on tyrannical. He revealed his secrets – the God of Light made a deal with him. He left behind four relics: Creation, Destruction, Knowledge, and Choice. If he brings them together while humanity is in harmony and united, the gods will return and make them whole again. But if they are demanding of them and divided, they will destroy it. Ozma accepted because he wanted to be reunited with his beloved after learning she still lives.

But when she learned of them, Salem believed that humans were unworthy and decided to replace them with something better. Realizing she is going too far, he attempted to flee with his daughters. Only for him to meet Salem along the way. The ensuing fight between them killed their daughters and began a centuries-long conflict between them.

Ozma fought against her to protect the relics and find a way to destroy her for good. Eventually, he learned that he couldn't destroy her from the Relic of Knowledge. Nora had to cover Ren's eyes at the scantily clad form of Jinn. Jaune clenched his eyes shut and looked away. The other females except for Ruby looked scandalized. Despite that, Ozpin continued his fight to protect humanity from Salem.

Then Kang chronal jumped them back to the present.

"Magic is real…" Nora spoke in awe.

"And there is an unkillable monster out to destroy us all," Blake muttered.

"How come we've never heard of this," Jaune asked in disbelief. "Why doesn't the world know? Why isn't Atlas going after Salem? Or Mistral?"

"Because of chaos, Jaune Arc," Kang replied as if scolding a child. "Just a single hint of powerful objects is enough to incite a war. A war that will be bloodier than the last one. Or have you not been listening to my lecture. If they summoned the Gods back here as it were, they will destroy it."

Everyone silently agreed to that.

"Why show us this?" Ren asked. "What was the point of going through history?"

"Don't get us wrong Kang," Weiss spoke sarcastically. "I'm not going to lie and say that I'm not thrilled to witness time travel, but what does this have to do with the conquest of our planet?"

"I found that a background check will help understand the situation," Kang said. "But very well, I will show you. This time, we will go to the future."

"The future?" Ruby squeaked, a pit forming in her stomach. She didn't know why, but it sounded bad.

"Yes…" Kang spoke as he glowed purple. "The future."

Once again, they chronal jumped through the timestream. The experience is bumpy, but somehow, they managed to stay intact. They suspect that Kang might be shielding them from the friction in time. Images of various events passed them by. A stone wyvern at the top of the tower, a fight at a school against some people, a Leviathan being turned to stone, until finally, they've arrived.

Into the open vacuum of space.

"Gah!" Everyone began gasping for breath, fearful of the incoming death. Kang mentioned during his lecture that even if they did get to space, they need oxygen to breathe. Otherwise, they will be boiled alive.

"Don't worry," Kang spoke with his back to them. "I've expanded a life-support field to prevent you from dying. I wouldn't want you to miss this after all."

"Miss what?" Yang looked around and her eyes widened. "What… WHAT THE HELL IS THIS?!"

Everyone except Kang turned at Yang's shout. They lost their breath. Floating in the vast void of space is their planet. But it is black and red as if it were burning.

"What's going on?" Ruby asked with bewilderment. "What's happening to our planet?"

"It's burning…," Ren slowly spoke, as memories of his village came flashing in his mind. "And being overrun by Grimm."

"What's going on Kang?!" Weiss demanded, who still had his back to them. The Conqueror held up a hand.

"Watch."

Then, a light shone from down below. Before they could ask, it vanished, and their planet suddenly blew up in a silent explosion. Chunks of their planet came flying at them at breakneck speed. Before they could raise their hands in feeble defense, Kang took them back to the present.

"What just happened," Blake asked when they caught their breath.

"It is as you see," Kang replied, still not looking at them. "Your planet is destroyed. Salem got her hands on the relics and the Brothers were summoned. As promised, they have deemed Remnant irredeemable and destroyed it. That is why I have come to save it."

"Okay," Ruby slowly said. "But what's that got to do with us? If you wanted to save the world, we could've joined forces. Instead, you chose to invade our planet and conquer it. Costing us millions of lives!"

Everyone nodded their heads in agreement. Then Kang did turn around. Only this time, he wore an expression of silent fury. When he spoke, his words are heavy with venom.

"Because this is all your fault."

They couldn't believe what they have just heard. "What?!"

"You heard me clear," He spoke with anger. "All of that destruction, Salem getting her hands on the relics, and millions of blood spilled. All of that was on your hands."

"What?!" They couldn't believe it. The man who conquered their planet, ending millions of lives was accusing THEM of the destruction of Remnant.

"THAT'S BS!" Yang shouted. "How do we know that it wasn't you!"

"Let me show you!" Kang roared and the flash took hold of them again. "Time tells no lies!"

They found themselves accelerating through time again, various scenes of things that have yet to come passing by.

They've arrived at a snowfield. Kang put a halt in time and pointed to a nearby clearing. To their astonishment, team RWBY saw themselves with Qrow Branwen, and old lady, and a young boy they didn't recognize. The alternate team RWBY wore different outfits than them, but what got their attention was their expressions of anger. Anger is directed at the boy kneeling on the ground crying.

"What's going on?" Ruby asked, wondering why they are ganging up on the boy.

"That boy over there is Oscar Pines," Kang answered, still with the tone of anger. "After Cinder Fall killed Ozpin, he became his next vessel. He is crying because his worse fear has come to pass. As you see, you have used the Relic to find the true history of Remnant, even the moment when Jinn revealed that Salem couldn't be destroyed."

Kang's gaze hardened at them as he returned to the present with them.

"And you did what so many others have done: you turn tail and allowed that monster to destroy your world. You have betrayed your world like so many others! Ozpin can attest to that! You even lead the charge, Yang Xiao Long!"

"But…but…" Yang tried to come up with a defense, but Kang was on a roll.

"But it wasn't just your world you've destroyed," Kang glanced upward. "Open file MW-AG76!"

The scene around them changed. Gone was the metal interior of the arena, and in its place was a world unfamiliar to them. It was like theirs, blue sky and lush greens, but the architecture was alien to them. Various fountains and pools of water can be found almost everywhere. In the distance was a misshapen tower.

"This is Xandar," Kang spoke. "Like yours, it was a prosperous planet. It's the birthplace of the Nova Corps, an intergalactic peacekeeping force. But in my time…"

Without a word, the scene shifted. It changed from bright and warm to cold and dark. What once was a beautiful architecture now becoming ruined and abandoned. The sky had changed to black and red and purple crystals grew out of the ground. What once was water was now black tar, with Grimm coming out of them. On the streets are rampaging Grimm. But there are some they didn't recognize.

"Wait," Blake began. "If Remnant was destroyed, wouldn't the Grimm…"

"That's what I thought," Kang replied curtly. "But somehow, they've mutated to become unstoppable creatures of destruction. After Remnants' destruction, some of the tar landed on this planet, and within a few days, it fell. No matter how much they've fought, they couldn't destroy the horde. The students watched with horror as they watched a red woman and her child were fleeing from a Beowulf. Eventually, it pounced on them and bared its fangs at them. They heard her screams as Kang, thankfully, paused the simulation.

"But Xandar wasn't the first," Kang growled. "Nor will it be the last! After Xandar, they manage to spread their filthy existence to the next planet…"

Kang showed them many simulations, all showing the same thing. Planets once filled with life became dead and filled with the Grimm. They couldn't look away as Grimm slaughtered everything alive. He would tell them what that planet achieved before the Grimm invaded. After that, they would find a way to the next planet and do the same to it.

"And this," Kang began slowly as he showed them the final simulation. It was another planet overrun by Grimm. "Was my home. MY planet. Millions of people have lived there. All of them are dead. ALL BECAUSE OF YOU!"

"But we didn't do any of this!" Weiss protested. But her voice was shaking from the ordeal. "Not yet at least!"

"She's right!" Ruby agreed with her partner. "If this is the future, it hasn't happened yet! That means we can change things!"

"Big words but all talk," Kang retorted. "I've checked every alternate timeline. They all have the same result: Remnant destroyed, the Grimm infestation, and the end of our universe! But somehow, it all comes back to you seven! Somehow, you hold the key to preventing this from happening! But what did you do when the world needed most? NOTHING! And now everyone has to pay the price of your selfish actions! Your very existence is a threat to us all!"

No one spoke for a moment. They wanted to refute his claims and deny everything. But they had traveled with a time-traveling alien warlord through the timestream of their world. What could he gain by lying about everything they've witnessed? Plus, he didn't sound like a man in control of himself. He didn't sound like the cold conqueror he put up when he revealed himself. He looked like a man that lost everything. All because of them.

Then Kang breathed and calmed himself.

"But you don't have to worry," He spoke with conviction and raised a fist. "Under my rule, I will accomplish what you couldn't. With the technology at my disposal, I will eradicate the Grimm before they could mutate. Then I will strip Salem of her immortality and existence. But first, I will eliminate the people responsible for the destruction of my world. Starting with you seven!"

"How does killing us solve the problem?!" Jaune asked incredulously.

"By eliminating you, the timestream will reassert itself," Kang answered as he turned off the simulator. "That way, that horrible future will never happen. But don't worry, I will give you a fighting chance."

Kang raised his arm, and several Androids came forward from behind him. Each of them held their respective weapons. As they approached them, their shackles powered off. The androids held their weapons before them, and they glanced at them warily.

"Go ahead," Kang gestured. "I promise that they won't bite."

Cautiously, they reached out and grabbed their weapons. Ruby was especially glad to be reunited with her baby, especially if they are on enemy territory. The androids returned to where they came from. They stood up warily, not sure what Kang's objective is. Kang just stood there, hands crossed behind his back, with a look mixed with confidence and arrogance.

"Come to me."

The Huntsmen-and-Huntresses-in-training looked surprised at those words.

"What's the matter?" Kang asked. "The man who conquered your world is giving you the chance to take him down. I'll give you a one-minute grace period, and I will not lift a finger against you."

"Just like that?" Blake asked skeptically, holding Gambol Shroud in front of her. "What's your game?"

"The reason I brought you on board my ship is to oversee your execution personally," Kang answered to their chagrin. "You should be thankful that I am letting you die fighting. I've noticed that you have removed the dust bullets and cartridges from your weapons. Not only have I taken the liberty of replacing them, but I've also enabled their use outside your planet's atmosphere. Think of it as a handicap."

"A handicap?" Weiss asked, not bothering to ask how he managed to pull off that last bit. "What makes you think giving us back our dust is a handicap?"

"Because it is your greatest weakness," Kang replied with an edge in his voice. "Your kind has grown too reliant on its properties. Which is why I was able to conquer your planet with ease. But with my technology, that will no longer be an issue. After I kill you of course."

"Not going to happen," Ruby declared as she hefted Crescent Rose. Everyone at this point is aiming their weapons at the alien warlord. "We will defeat you. Then, we will make sure that future will never happen!"

"My thoughts exactly," Kang countered, still unmoving. Nobody moved for a moment….

…Then they charged at him.

"Your minute starts now," Kang spoke as Ruby, using her semblance, was the first to meet him. She brought Crescent Rose for a side slash but instead hit a green barrier. Her weapon nearly fell out of her hands before she gripped it tight. She kept slashing at the barrier with Crescent Rose, with no apparent success.

The others have no luck as well. No matter how many punches Yang landed on the barrier, she couldn't break it. Weiss tried a maneuver where she became a human pinball and landed multiple stabs on the barrier to no success. Blake had transformed Gambol shroud to pistol form and shot at the barrier multiple times. Ren joined her and fired a barrage of bullets at the same spot that she is shooting. Jaune just kept slashing with no result, but still, the barrier held.

"GET BACK!" Nora shouted as she shifted Magnhild into its grenade launcher form. Everyone moved to a safe distance as she fired a bombardment of grenades. Pink colored explosions covered it in similar colored smoke. She kept firing until her launcher barrel ran empty. Any hope of it working faded when the smoke cleared, revealing a still standing Kang.

"Forty-five seconds…"

They needed a new plan. Kang's barrier is probably stronger than their aura's. But the barrier is taking a toll on their weapons. Blades are becoming dull and Magnhild's shaft looked like it could snap at any moment. Furthermore, they only have a few of the bullets given to them by Kang left.

It wasn't until Jaune noticed the label on the dust cartridges that he got an idea.

"Weiss!" He shouted. "Can you freeze him and the barrier?"

"Why?" Weiss asked. "Our attacks haven't done anything so far!"

"Just trust me!"

Weiss stared at him for a moment. After shrugging, she turned to face the warlord and brought Myrtenaster in front of her. A glyph formed from beneath him and suddenly he became encased in ice. Frost also spread across the barrier and soon it became an icy dome over the conqueror.

"Now everybody! Fire lightning dust at Nora!"

Now seeing where he was going with this, everyone loaded the implied cartridge and fired upon Nora. She grinned as she was peppered by yellow bullets. She stood there taking it all before eventually, they stopped firing. Pink electricity coursed around Nora; her body is twitching from the amount of electricity in her body. Thanks to her semblance, the electricity-powered her muscles giving her absurd strength.

"I'm queen of the castle!" She joyfully sang. Then she hefted Magnhild. "Now let's wreck this guy!"

To her surprise, Jaune stopped her.

"Not for him," He pointed to Yang.

"Me?" Yang pointed at herself.

"I get it!" Ruby gave Jaune a knowing smile then turned back to Yang. "Can you take it, sis?"

"Well, I always wanted to get _hammered_," Yang grinned as everyone groaned. She braced herself. "Hit me with everything Nora!"

Nora grinned and quick as a flash, she appeared in front of Yang and swung Magnhild into her. Despite her best efforts, she was helpless to not fly into the opposite end of the arena. The blonde brawler crashed into the wall, creating a Yang-sized crater. For a moment, everything was silent. Then a chuckle came from the hole as Yang wrenched herself out.

"Now that I am _hammered_," She said as her eyes became red and her hair began to glow. "Let's give this guy a pounding!"

She pounded her fists together, an intense heat explosively radiating around her. Everything Nora gave to Yang; she is twice as strong as her now. Crouching down, she dashed toward the frozen Kang.

"TAKE THIS!"

Yang smashed through the barrier and struck Kang with everything. Chunks of ice scattered throughout the Arena. The rest of them shielded their faces as some of them pelted against them. Thanks to their aura, they are protected from the backdraft of Yang's attack. Eventually, it subsided, which allowed them to lower their arms. They gazed out in the expectation that their plan worked.

"Your minute has ended."

To their dismay, Kang still stood. Even the barrier protecting him is still standing even though he got hit with twice the power of Nora from Yang. He gave a glance to the flabbergasted Yang and then addressed everyone.

"I'm impressed that you've almost broken my barrier," He declared as two portals opened near his hands. He reached in and took out an energy sword and blaster. "However, my barrier is capable of surviving a blast from a nuclear bomb at point-blank range. Your blow was nowhere near that level. But now I believe is my turn."

Yang's expression of shock turned to rage. Roaring, she reared back her right fist to strike Kang again. Everything seemed to be in slow motion as Kang deftly dodged her outstretched arm. He raised his blade and brought it down.

Her arm fell to the ground with a clatter from the gauntlet still on it.

Yang screamed as she fell to the ground writhing in pain. Her aura flickered and she clutched the stump where her arm used to be. She glared up at him only to shrink away as he aimed his blaster at her. His gaze held a cold look that showed no remorse.

"Yang Xiao Long," He spoke with the end of the blaster lighted up. "You will be the first to die."

"Yang!" Ruby dashed in a flurry of rose petals and got to her sister. She grabbed her and took her away just in time to avoid the blast from Kang's blaster. Though she escaped death by an inch, her remaining gauntlet melted and fell off her remaining arm. The arm she lost disintegrated until there was nothing. A black crater was all that remained.

Ruby deposited Yang a safe distance as the others crowded around her.

"Yang? YANG?!" Ruby cried as her sister moaned in pain. Tears trickled down her eyes as she gazed upon her sister's suffering. Her tearstained face turned to rage as she glared at Kang.

"You are naïve to believe you can go win every battle unscathed," Kang said. "Yet you are even more naïve in believing you can prevent the inevitable. Just like you can't save the world from yourselves."

"NOT TRUE!" Ruby shouted as she charged at Kang in anger, using the recoil of her weapon. Her Crescent Rose sliced at him from every angle, switching to bullets, only to be blocked by the barrier. Kang deftly swiped with his energy sword several times, bisecting Crescent Rose. Ruby's eyes widened at the destruction of her faithful weapon as Kang dismissed his sword and raised a hand.

"Very true."

Taking advantage of her hesitation, a blast of concussive force shot out from his hand striking her in the chest area. Instantly, her Aura shattered, and she fell to the ground clutching her stomach in pain. Kang continued his advance.

A glyph formed underneath him, but before it can take effect, Kang fired a blast at Weiss. Instantly, her aura shattered along with Myrtenaster. The glyph vanished as she fell from the force of the blast. Then he raised his blaster and fired a blast accompanied by a high pitch noise. Blake was unable to create a shadow in time as the wave of energy hit her, shattering her aura as well and breaking apart Gambol shroud. Jaune raised his shield, but that proved to be futile as he was knocked back and his weapon became shrapnel. Nora and Ren were the last to fall. Kang slashed through the shaft of Magnhild and punched Nora with enough force to shatter her aura. Ren gave him difficulty hitting him due to his agility, but Kang hit him with a calculated shot that ricochets off the walls and hit him, shattering his Aura.

Soon, the students are on the ground defeated as Kang stood over them. Nora was cradling Ren protectively. Blake gazed at him with terror as she scrambled to her partner Yang. Jaune was holding the remains of his family weapon.

"I wasn't just gazing into the future," He spoke as he lifted his blaster and fired upon Stormflower. The dual pistols melted from the heat as he advanced. "I was also assessing your strengths and weaknesses. Without your Aura, you are even more powerless than without Dust. With just the right frequency, I was able to shatter it. I could easily bypass it and kill you without shattering it, but I figured I would spare your dignity for your execution."

"No…" Ruby groaned and tried to get up, only to have a boot casually placed on her chest. Keeping her pinned, Kang reached into another portal and pulled out a massive launcher. He aimed it at the group of students and began charging it up. Their eyes widened as he aimed it at them.

"Take comfort that your death will ensure our existence," Kang declared as the launcher is ready to fire. "Goodbye children."

Then the power went out.

"What the—" Kang stopped firing in alarm. He gazed around the darkroom of his arena. Dismissing his blaster, he activated his communicator. "We've got a power failure in the arena, what happened?"

"A power surge, my lord. We're investigating the source, but we should be back up in a few seconds."

"It better," Kang growled. As he turned it off, he noticed the complete lack of noise from the area. The power came back on, and the prisoners are gone.

"What?!" He exclaimed and looked around the room. They were nowhere near the arena. His eyes fell upon an open door, from which he could hear the sounds of running feet.

"Alert every soldier on the Damocles!" He shouted into his communicator. "Cripple them if you must but don't kill them. I will end their lives myself!"

* * *

"I can't believe you are here!" Jaune said to Pyrrha as they rushed down the corridor. After the blackout occurred, Pyrrha entered the arena and extracted them from Kang's presence. Blake had slung Yang over her shoulder and is walking at a brisk pace. They had staunched the bleeding with Pyrrha's sash, in time her aura will heal it. But right now, they are running. "How?"

"Somebody helped me," Pyrrha replied quickly to their confusion. She pulled out her scroll. "Somebody opened a portal and sent me instructions through my scroll. That's how I was able to find you."

"Wait, our scrolls are working?" Weiss pulled hers out and squeaked with joy at the glowing interface. "I don't know how he does it, but I am glad it's working."

As they took out their scrolls, they saw the instructions on them. _Follow the lines._

"This way!" Pyrrha gestured to glowing green lines. They followed her, deciding to ask about the trustworthiness of the benefactor later. The sound of metal against metal can be heard as they trekked across the alien ship. Fortunately, their unknown benefactor picked a route that would enable them to evade them. Even if they did meet them, they have lost their weapons.

Above all else, they need to get off the ship.

They arrived at a set of doors that opened to admit them. The area looked to be the ship's hangar. Various ships are left unattended as they walked briskly.

"Where is everyone?" Ren asked, noting the lack of androids working on the ship. A buzz on their scrolls drew their attention.

_Every android Kang has is also a soldier to be deployed. I've currently redirected them to join the search for the ship. You need to hurry to one of the ships._

"OK," Ruby hurried to the nearest ship. "Let's go with this one! We can head back to Remnant and lay low. Then we can get medical help for Yang."

Another buzz. _You cannot go back to Remnant._

"WHAT?!" Everyone looked incensed at what their benefactor is telling them.

_Not yet at least. If Kang wants you dead, he will come after you on Remnant. He will put those you love at risk. Right now, the only solution is to leave Remnant._

"And go where?" Weiss asked her to scroll. "We can't just abandon our home! All of our friends and family are there!"

_Right now, I'm helping seven innocent children escape. I know a place where you will be safe. Stay there until you are ready to take back Remnant. I promise I will keep them safe as much as I can._

Then the doors to the hangar closed behind them. Outlines on the door changed to red as more doors closed. The students looked bewildered before they got another message.

_He knows you're there! You need to hurry!_

Everyone adopted a look of panic. Kang is already on his way here. Ruby looked at the ship and her eyes looked defeated.

"Do we have your word?" She asked.

_Yes._

"Can you at least tell them we are alright?"

_I will. I promise you, Ruby Rose._

"Thanks," Ruby said. Then she smiled. "I hope we can meet face to face one day."

_I can only hope that we will._

"Right," Her face hardened into a determined look. She turned to her teammates and friends. "Get on the ship."

"You can't be serious!" Weiss yelled.

"What choice do we have?" Pyrrha asked her. "Right now, our priority is to get far away from Kang as possible."

As soon as she finished, a portal opened. Out of it emerged Kang, walking menacingly towards them.

"GET ON THE SHIP!" Pyrrha shouted, drawing Akoúo̱ and Miló. "I'll stall him!"

She ran off to meet him before they could protest. Transforming Miló into Javelin form, she charged at Kang with Akoúo̱ raised in front of her. Kang pulled out another energy sword and slashed at her. Using her semblance, she subtly deflected the energy sword and knocked it out of his hand with her shield. As it skidded away, she thrust forward with Miló to strike him. Only for the tip of her spear to meet the barrier. Frowning, she backflipped away from him and transformed Miló to rifle mode and fired several times at the barrier. Kang held an amused expression at her attempts.

"Pyrrha Nikos," He called out. "I see you've managed to come aboard the _Damocles_. How did you get on?"

"That's for me to know," Pyrrha snapped. Behind her, she could hear the ship starting up. "You took our planet and kidnapped my friends! Of course, I plan on rescuing them."

"No matter. You should be thanking me," Kang replied. "If it weren't for me, you would've died. But if your friends live, your planet is doomed. That is why they must die."

"Not going to happen!" Pyrrha shouted as she threw Akoúo̱ at him, forgetting about the barrier. Kang lifted a hand and her shield stopped in mid-air. Pyrrha looked astonished at this, then regain focus and charged at him. Kang a twirled his finger, causing it to spin, and sent Akoúo̱ back to her. She tried to stop it with her semblance, but it was too fast for her. With a cry of pain, it struck her right hand, forcing her to drop Miló. Unarmed, she attempted to reclaim her weapon, only to see it melt from a blast.

She turned to Kang, who held a blaster.

"You may be skilled, but not skilled enough," Kang spoke as he walked toward her. "The difference between us would span centuries. I, on the other hand, had all the time to master every discipline in history."

"So why are you hiding behind a shield?" Pyrrha asked, raising Akoúo̱. "Why not fight me man to man? I mean, you must be a skilled warrior to be called _The Conqueror_."

"Hmmm," Kang tapped a button on his belt. Instantly, the green barrier disappeared. Two portals appeared. Dropping the blaster in one and pulling two energy swords out the other. "I suppose I can indulge you."

Kang twirled his blades and took up a combat stance. "Come. If you dare."

"With pleasure," Pyrrha held her shield in front of her.

Together, they charged.

* * *

"Any idea how to fly this thing?"

"I don't know!"

Ruby and Jaune are sitting at the cockpit, trying to figure out how to get it to fly. After they had boarded, Blake had taken Yang to the medical bay immediately. Ren and Nora had taken up the seats behind them. The members of JNPR are worried about Pyrrha, Ruby could see as clear as day.

"She's buying us time," Ruby tried to assure them. "She can hold herself against him. I mean… she's Pyrrha after all."

"I know," Nora muttered. "But that doesn't mean that we can't just leave her out there to fight alone."

"Believe me, I want to help her as much as anyone," Jaune sadly told her. "Our weapons have been destroyed, Nora. We can't fight with our fists either thanks to that barrier. Either way, we are in no condition to fight and our best melee fighter is down for the count without an arm. We'll only get in the way."

"Still," Nora muttered. "She still didn't get the chance to –"

"Nora," Ren interrupted, covering her mouth. "Have faith in Pyrrha. We will get her as soon as we get the ship moving."

"Easier said than done," Ruby muttered, banging on the panel. "We can't get the stupid thing to—"

Suddenly, the panel lit up in green lights. The ship shook as it hummed to life. A holographic HUD hovered over the panel. A joystick appeared on each of the arms of Ruby's seat. She tentatively took each of them.

"OK…" She muttered. "That answers my question. It looks simple enough."

"Good enough for me," Jaune said earnestly. "Let's get Pyrrha and get out of here."

"There's just one problem," Ruby pointed out. They felt the ship rise. "I think it's on automatic pilot!"

* * *

Pyrrha was barely holding against Kang.

The invincible girl held up her Akoúo̱ to deflect another strike from Kang's dual blades. Her shield is bearing burnt marks from the energy blades he wielded. She attempted to strike his hands again with her shield, but he spun on his heel and brought them for an overhead slash. Using her semblance, she redirected the slash to hit the floor and rolled away from him. Kang lunged after her with his swords. Pyrrha raised Akoúo̱ to block, the blades piercing the metal almost searing her arms. Gritting her teeth, she pushed Kang away from her. As he stumbled back, she threw Akoúo̱ at the alien warlord. The shield hit's Kang's left hand, causing him to let go of it. It flew across to Pyrrha's outstretched hand.

Kang looked at his empty hand, then at Pyrrha.

"This is ironic," He commented.

"Well, you did destroy one of my weapons," Pyrrha snarked. "It's only fair to provide compensation."

"Good point," Kang reached into another portal and pulled out an energy ax. He reversed his grip on the energy sword. "I think it's time that I end this."

He charged at Pyrrha, bringing the ax down on her head. Pyrrha blocked it with the energy blade. Kang swiped at her midsection with his blade. She crouched down and proceeded to do a leg sweep. Kang deftly jumped above and somersaulted above her. Landing some distance away from her, he turned and threw the hatchet at her. She redirected the ax away from her and faced him.

Just in time to see golden spherical objects coming at her. Each of them has a glowing white lens.

Eyes wide, she held her hands out in front of her. To her astonishment, she didn't feel her semblance affecting them. She tried to get away, but they have already swarmed her. Kang, who was levitating with an outstretched arm. As he raised it, he clenched it into a fist.

Then, all she knew was blinding pain.

The drones fired red lasers at her. Each of them pierced her aura and into her flesh. In her pain, she dropped her energy sword and Akoúo̱. After the drones stopped firing, they retreated behind Kang, who set himself back on the ground. Pyrrha fell to her knees, scorch marks all over her body. Some of them had pierced her arms, making them fall uselessly at her side.

"Just like the others, I've taken the liberty of researching your weaknesses," Kang said as he walked towards her. "You rely on your semblance to deflect your opponents' attacks, making them think that you are invincible. And just like the rest of them, your semblance is fueled by aura. Without it, you can't use it. It will take a while for it to recover. While your combat skills would've given you the edge, I've had centuries worth of combat skills."

He stood in front of the kneeling Pyrrha, who glared at him in defiance.

"I commend you for your fight," He raised the sword. "As a reward, I promise I will make it quick."

"Pyrrha!"

Kang looked up to see a crate crash into his head, knocking him down. Pyrrha looked up to see Jaune standing on the ramp of the ship. He leaned down and reached out a hand. With all her strength, she lifted her arm despite the pain. Her hand grasped his and he lifted her. As he led her into the interior of the ship, the ramp closed.

Kang got up and watched as the ship made its way out of the hangar bay doors. A hexagonal wormhole appeared, and it jumped through the space continuum. After it entered, it closed, leaving the space back to its previous state.

Kang stared after them, with a glare in his eyes. He had half the mind to travel back in time and prevent them from stealing the ship. But even if he is the master of time, there is still the butterfly effect. A single beat of a butterfly can result in a future hurricane. The last thing he needed was to make his mission even more difficult.

"_Lord Kang!"_ One of his androids ran up to him. "_I can deploy a fleet of fighters to pursue."_

"That will be unnecessary," Kang replied. If the android had feelings, it would've been surprised. "For now, focus our forces on Remnant. They aren't the only thing that is a threat to the universe. We have all the time in the universe to deal with the fugitives. I believe the saying goes: revenge is a dish best served cold."

Kang turned and walked with the android back to the interior doors. What he didn't know was that someone else was watching him. She wore a yellow suit with a blue cape. Her red hair trailed out from her black and yellow helmet. Blue eyes looked sorrowfully after Kang.

"My love…" She muttered as she clenched her hands. Then she turned to the void of space, specifically at the part where the ship carrying the children jumped. In her heart, she hoped that Kang will just see reason before it's too late.

* * *

_Earth_

Steel doors opened to admit a black-haired woman in a sleek black suit. Around her waist is a white belt with pouches and a similar colored harness. On her shoulders is a circle surrounding a black eagle on a white background. The words 'Strategic Homeland Intervention Enforcement and Logistics Division'.

She crossed her arms and stood behind another man with his back to her. He is a brown-skinned man in a black trench coat.

"Director Fury," She began. "We have a situation."

Director Nicholas Joseph Fury Jr. turned to face his deputy. An eyepatch covered his right eye, although scar can still be seen around the edges. A mustache and goatee grew on his face, which turned into a frown.

"How big of a situation?" He asked Maria Hill.

"Our agents have reported suspicious activity in Egypt," She reported. "According to our intel, several scientists and archaeologists have vanished a few months ago. Based on the research they have been conducting, we tracked them to an archaeological dig site and sent agents in an attempt to rescue. So far, none of them have returned."

Director Fury nodded at this. If several of his agents have gone missing, then it was obvious that sending more wouldn't do. It's time to call in the big guns.

"What shall we do director?"

He fully turned to Maria, exposing the red eagle on his chest.

"Get me the Avengers."

[~][~]

And that is part two of the beginning. Thank you for reading. Stay tuned for more. IF you haven't read the first part, go back and read it again. As you can see, RWBY and JNPR have learned that they are responsible for the end of the universe. How will they deal with this revelation? Tune in after the next chapter.

That's all for now, hope you enjoyed it.

See you next time.


	3. The Avengers

**Remnants Mightiest Heroes!**

**Chapter 3: The Avengers**

[~][~]

_ Avengers Tower_

"All right J.A.R.V.I.S. what's the status on the Rubber Ducky Armor?"

_"Armor Integrity Critical. Calculated time of repair eight days."_

"That's assuming Attuma doesn't try flooding New York again," Tony Stark groaned, rubbing his head.

The armored Avenger isn't happy. Attuma, an Atlantean warlord, made another one of his attempts to flood New York. This time he tried to cause a tsunami by using stolen sonic technology. If Sam's jokes about the name weren't bad enough, Attuma did a number on his deep-sea armor. Tony is in his black undersuit, arc reactor glowing from his chest. On his desktop is a schematic of the armor with highlighted areas.

"What's the extent of the damage," Tony asked, already dreading the answer.

_"Damage to aquatic-respiratory system severe. Armor chassis sustained 80% damage. Attuma certainly does know when to hold back. Does he sir?"_

"That he does," Tony growled as closed the window. "I'm going to have to pull an all-nighter on this one."

_"I'm afraid that Captain Rogers has requested your presence in the meeting room. You need to help with the victory party."_

"Of course," Tony closed his desktop. "I'd better get going. Take over for me will you J.A.R.V.I.S.?"

_"Sure thing. Also, I would like to point out that Hulk ate all the pizza again."_

Tony grimaced. He knew exactly who is going to be unhappy about that and it is not the Hulk.

* * *

"You overgrown garbage disposal!"

"How come you always blame me?"

"Let's see, there is a table where the pizza was supposed to be there. Care to explain why it was smashed? Because I can only think of one guy!"

There is an ongoing argument between Hawkeye and the Hulk. Clint Barton wore his black and purple bodysuit, purple sunglasses, his trademark bow and quiver behind his back. He glared at the face of a menacing green giant wearing only purple stretch shorts. Next to them was a smashed table with an empty pizza box.

"Are you done?" Hulk asked in a growl. "Because I prefer to eat without your girly scream."

"Girly scream?!" Hawkeye protested. Before he could protest, a blonde-haired man cut in between them. He is dressed in a suit with the colors of the American flag, a white star on his chest.

"That's enough you two," Steve Rogers, AKA Captain America, ordered. Hulk and Hawkeye turned away with a huff. "We can get another table and pizza. We've got plenty of time."

"Already ahead of you Cap," Tony spoke as he entered the room. "Sam's bringing another order. Where's the others?"

"Thor's gone to Asgard to get something for the party," Steve answered with a smile. Tony groaned at that. "The rest are coming with their choice foods."

"That's great," Tony nodded. "I'll be honest. I don't exactly want another taste of Thor's vol-au-vents."

"Aww, don't be mad at Goldilocks' food," Hulk said. "I like them."

"If it prevents you from eating the pizza," Clint muttered. Hulk glared at him, but Clint had already turned away.

"So, what's the status of your…uh… rubber ducky armor?" Steve asked. It was clear that he is steering the topic away from pizza. Clint and Hulk immediately began chuckling. Tony gave them a withering glare.

"It'll be some time before it can be deployed," Tony said. "But anyway, at least we sent Attuma back to Atlantis. I'm starting to think about redesigning our underwater gear."

"Namor is glad to have him back," Steve said. "He won't be going anywhere for a long time."

"Until he breaks out again," Hulk pounded his fists together. "When I see him again, I'm going to smash him!"

"Isn't that what you always do?" Clint asked with a grin. This time, Hulk gave the archer a big grin on his green face. Suddenly, a flash of lighting followed by the sound of thunder halted any further conversation. Then J.A.R.V.I.S. spoke from the intercom.

_"Pardon me, Avengers. Thor has returned to Avengers Tower."_

"We've noticed," Clint remarked. A minute later, the doors to the meeting room opened. A muscular man in armor complete with a red cape walked in. Blonde hair trailed from underneath a silver winged helmet. His right hand grasped a Warhammer, the handle short. In his left arm, he held a silver tray of pastries.

"Hail, fellow Avengers!" Thor announced, holding up the tray. "I've brought vol-au-vents!"

Tony gave a low groan.

"Excellent, Thor!" Steve smiled.

"I call dibs!" Hulk ran up to the God of Thunder. Thor chuckled as he placed the tray down on the table. He held a hand to placate the green giant.

"Easy Hulk," Thor said with a smile. "There will be plenty of time to eat once the others arrive."

At that moment, the door opened again. This time, it is a red-haired woman in a black bodysuit. Silver wristlets are wrapped around her forearms and two pistols are holstered at her hips. On her belt, a red hourglass is on her buckle signifying who she is.

Natasha Romanova. The Black Widow. Her expression shows that she isn't here about the party.

"Hey Natasha," Hawkeye greeted. "

"Everyone to the conference room," She grimly said. "Director Fury wants to talk to all of you."

Every plan for the party came to a screeching halt.

* * *

_"Nine hours ago, we've lost contact with several of our agents," _Nick Fury said onscreen. _"Their mission was to investigate and rescue several missing persons. Each of them is either archaeologists or doctors. Our intel suggests that they're last seen at a dig site in Egypt, and that is the only thing we knew before they suddenly went dark. We can confirm something is going on in the area. Whatever it is, can't be good."_

The Avengers have gathered in the conference room. Each member sat around the table with their attention on Fury.

"Any idea on who's behind this?" Steve asked Fury. He had donned his blue helmet. Emblazoned on it is a white 'A'.

"We don't know," Fury admitted. "But we suspect that whoever they are, they must be desperate if they wanted to kidnap a dozen high-profile researchers."

"So, what was at this dig site?" Tony asked. He is currently wearing his red and gold Ironman armor. His faceplate is opened to reveal his goateed face. "A flying saucer underneath the temple? Because 'Temple of the Crystal Skull' is what killed the Indiana Jones franchise."

Just like the rest of the Avengers, they knew that Fury is a man of secrets. _Many_ secrets. He wasn't called the spy for anything.

"Unknown," Fury answered without humor. "There has been no person who is even aware it even exists. Which is probably why none of our agents have returned. There is something there that somebody doesn't want to be seen. Whatever it is, I want the Avengers to find out what and rescue them."

"Wait, you want us to go to Egypt now?!" Hawkeye asked. "We've just stopped an Atlantean warlord from flooding New York City, AGAIN! I haven't even gotten my socks dry."

"May I remind you, Barton, that you've also dealt with aliens, gods, and monsters daily?"

"I think you need your eye checked Fury. Because last I checked, we don't work for you or S.H.I.E.L.D," Hawkeye countered. "Why can't you get somebody else to do it?"

"Clint…" Natasha warned, but Fury cut her off.

"Because last I checked," Fury narrowed his eye. "You don't seem to have anything else to do."

"Nothing else to do?" Hawkeye choked, nearly jumping out of his seat. "What do you call a victory party?"

It was at that moment that the captain cut the conversation before it can escalate.

"Enough Hawkeye," Captain America said in a firm tone. Hawkeye sat back in his chair and crossed his arms. The living legend turned to Fury. He thought for a moment and heaved a sigh of resignation. "Okay, Fury."

"What?"

"We'll get your people out of there. Once we do, we'll take care of whoever is behind this."

"Thank you, Captain," Nick said. "I am heading over there aboard the Helicarrier. Contact me when the mission is complete. Fury out."

The screen blinked out.

"You can't be serious Cap," Hawkeye protested. Captain America stood up and grabbed his vibranium shield. He slung it behind his back.

"We'll have plenty of time for the party Clint," Captain America said, looking at the archer with a stern but not hard look. "But right now, lives are at stake. If what Fury said is true, then that takes priority. Are you sure that your conscience will let you ignore this?"

Hawkeye said nothing for a moment. Then he sighed in resignation.

"It's not like I would ignore it," Hawkeye admitted. "Hulk would just eat all the food anyway."

Hulk grunted, then smacked a fist into an open palm. "I was looking for something to smash, anyway."

"Aye Hulk," Thor agreed, raising his hammer- Mjolnir. "Nothing like a good fight before a feast!"

"I'll tell the other's that the party is going to be delayed," Tony said as he sent a text through his armor. The faceplate closed, and he turned the glowing eyes to the Black Widow. "Natasha?"

"I've got the coordinates," Natasha said. "We'll set off in the Quinjet when were ready."

"Which is now," Captain America said as he walked to the door, the others following. "Avengers Assemble!"

The door opened and a man stood with a stack of pizza boxes. He wore a dark grey and red suit with red wings on folded on his back.

"Sorry I'm late," Samuel Wilson, AKA Falcon, chuckled. "I thought for a moment that nobody was home, then J.A.R.V.I.S. told me everybody has gathered in the conference…room…"

Falcon stared at the faces of his teammates and his voice fell.

"Did I miss something?"

* * *

_Egypt_

"The Pizza is going to be cold," Falcon complained as flew above the desert at night. His cowl, in night vision mode, is scanning the area for anything out of the ordinary. Iron Man is flying beside him. The rest of the Avengers are still in the Quinjet.

_"Relax Sam,_" Iron Man said to Falcon over the communication network. _"If they go cold, we can always give them to Hulk."_

"You guys have no idea how long it took me to get those pizza's," Falcon grumbled. Then his HUD started beeping. "Hold up, I got something."

_"Me too."_

The flying Avengers stopped flying and scanned the area. To the human eye, it seemed nothing out of the ordinary. Just another vastness of sand. However, their scanners are showing differently.

"_I've detected a heat signature just now," _Iron Man spoke. _"It was faint, then it vanished. My scanners aren't picking up anything else. Now if Fury's right, then the dig site should be about here."_

"But where?" Falcon asked. The two Avengers just stared at the area for a moment. Falcon turned his head and spotted a Pharaoh Eagle-Owl, thus getting an idea.

"Give me a second," Falcon told Iron Man. His eyes glowed as he created an empathetic link with the owl. The owl turned its attention to him, then it spread its wings and flew to Falcon. It flew in front of his face before landing on his shoulder.

"Uhm, Sam?" Iron Man asked skeptically. "I get your thing with birds but…"

"Just trust me on this," Falcon assured him. He turned to the Owl, sending a silent command. The owl nodded and flew toward where they picked up the heat signature. It flew for a few meters before it vanished completely.

"Whoa!" Iron Man exclaimed. Then he communicated with the rest of the Avengers. "Iron Man to Quinjet, it turns out our resident birdkeeper has found the dig site. Seems somebody has put up a cloaking field, which is why none of our scanners have picked it up."

_"Sam, what do you see?"_ Captain America asked.

"Give me a second," Falcon said as he looked through the eyes of the owl. "I see the dig site, but I don't see what's… Wait! I see people moving about. They're… Holy…. Some of them are A.I.M.!"

_"A.I.M.?"_ Tony exclaimed.

"Who else would wear beekeeper costumes in the middle of the desert?"

A.I.M. is short for Advanced Idea Mechanics. It's an organization of brilliant scientists who would rather dedicate their brainpower to taking over the world. Their modus operandi is by inventing advanced technology, sometimes salvaging it from other people. _"That explains everything. A.I.M has enough eggheads to create this. What are they doing here?"_

"I don't know," Falcon admitted.

_"We can find out later,"_ Captain America said. "_Sam, do you see the missing persons?"_

"Negative," Sam said. "I've already asked Archie to find them."

_"Archie?"_

"Hey, you named your armor Rubber Ducky," Falcon said in a defensive tone. "When you have avian powers, you can name the birds. Anyway, Archie has seen the missing agents. We can assume that A.I.M. did one of their usual hocus pocus on them because they're acting as guards. Archie has his eyes on some of the missing people. They're unharmed but…"

_"But what?"_

"They don't seem to be under any duress," Falcon said. "Nor do they look like they are under mind control like the agents. For a lack of a better word, I'd say they're comfortable around them."

_"That doesn't fit the usual hostage psyche,"_ Hawkeye commented. _"Unless…"_

_ "They're on A.I.M.'s payroll,"_ Natasha finished, no surprise in her tone. Over the comms, they can hear her interfacing with the computer. _"I've looked into their records. They might have good looks on the outside, but they've been getting money from offshore accounts. Each of them belongs to a person that doesn't exist."_

_ "It would make sense about it," _Hawkeye said. _"By kidnapping them, they can cover up their connections to A.I.M. and keep their image. That way, they can continue their research, and no one will be the wiser. What's the plan cap?"_

_ "Sam, can you see the cloaking device?"_

"I've got eyes on it," Falcon replied. "Archie's got his sights on it at this moment. They've only left one guy on guard. Can you believe it."

_"They don't seem to have picked us up yet," _Tony said. _"Otherwise they would've launched a defensive. It looks like they forgot to bring a radar with them."_

_ "Good enough for me,"_ Steve said. _"Sam, can you have Archie disable the field?"_

"I can, but why?"

_"We'll need to cause some chaos," _The Captain explained. _"We'll need to take them out before they alert the other facilities they're hiding. Especially M.O.D.O.K. if he isn't here. Hawkeye, you're on overwatch. Natasha, secure any valuable intel they're trying to burn. Thor, secure the perimeter. Hulk, do what you do best."_

_ "SMASH!"_ They could hear him pounding his fists.

_"Tony, can you clear the landing zone?"_

_ "Once Sam gets the cloaking field down," _Tony said, as he scrolled through a playlist. _"I've got something in mind."_

"Already on it," Sam declared. Through his eyes, Archie had already landed on top of the apparatus. Below on the dashboard is a switch with the label 'Active' glowing in green letters. An obvious sign if they've seen one. "Just waiting on your call Cap."

"Do it."

"Archie?" Falcon sent a telepathic command to his new feathered friend. With a hoot, Archie swooped down and flipped the switch. Below, the word 'Disabled' glowed in red letters. A split second, the field went down, exposing the site to the whole world.

_"Uploading soundtrack," _Tony said as he played. Within seconds, everything with a speaker has been hijacked by the billionaire. Soon, 'Shoot to Thrill' is playing.

_"Good choice,"_ Captain America commented.

_"I know my music,"_ Tony boasted as he flew up into the air. He flew a few meters before making an upward U-turn and diving to the ground. As the armored avenger closed in, a few A.I.M. agents finally spotted him. They scrambled to cover as Tony righted his body and landed on his feet and fist to the ground. He turned his head glared up at the scattered agents.

_"Hello," _He greeted cheerfully. _"Would you prefer to surrender first, and save yourselves a daily beating? Or would you prefer to take your daily beating, and THEN surrender?"_

The Iron Man was then hit by a barrage of energy bursts. One of the A.I.M. agents had just gotten up, grabbed an energy rifle, and fired upon the armored avenger. Tony deadpanned as he turned his attention to him. Eventually, the energy rifle ran out of ammunition and the agent is left with an unloaded weapon. Still, the agent kept pulling the trigger.

_"Well that was a stupid question,"_ Tony remarked. _"Though I preferred the daily beating anyway."_

He held up his hands and fired a repulsor blast at the agent, knocking him against the wall. More agents fired upon him, only to receive a repulsor in return. Tony marched with clanging steps towards three agents and punched one of them in the gut and grabbing another to slam him into the last one. It seemed like the landing zone is clear until he spotted two agents tinkering with the device.

"What do we have here?" He announced. On his HUD, it displayed the device the agents are tinkering with. His eyes widened as it revealed the inner workings and a blast radius. "Not going to happen!"

He raised his hands and fired a blast at the bomb. The agents covered their heads as the blast hit the bomb. But instead of blowing up, it powered down. The agents looked at the bomb in confusion before turning to Iron Man.

_"EMP Blast,"_ Tony clarified. _"You guys should make it. When you're in prison."_

Tony raised his hands and fired a repulsor blast at the A.I.M agents. They flew back against a tent and crumpled to the ground.

_"LZ is clear,"_ Tony announced to the Quinjet. _"Your clear cap."_

"Oh, thank goodness!"

Tony turned to see one of the missing persons running up to him. He hastily spoke in faux relief. "These animals kidnapped—"

His voice faltered as he was electrocuted from behind. He fell, revealing the Black Widow holding one of her shock sticks.

"Figured I save you the trouble," She twirled her shock stick and holstered it behind her back. She knelt and handcuffed him as the Quinjet descended. A roar caught their attention and they saw A.I.M. attempting to flee on hover vehicles. They didn't get far as lightning descended upon them, striking the vehicles and short-circuiting them. The drivers can only look up in horror as the god of thunder descended upon them.

"STAND, AND FACE THE WRATH OF THE SON OF ODIN, MECHANICS OF ADVANCED IDEAS!" Thor declared, brandishing Mjolnir. Lightning flashed from the hammer, intimidating the agents.

"Thor secured the perimeter," Captain America said as he leaped from the Quinjet. Hawkeye took his bow and fired a grapple arrow. He pulled himself to a watchtower roof, pressing his finger to his ear.

"Sam, can we get a visual?"

_"I've deployed Redwing," _The Falcon replied. Within seconds, Clints HUD displayed a map from the Redwing drone. The Avengers are highlighted blue and A.I.M. is highlighted red. _"Cap, they seem to be gathering around an apparatus. I think they've brought a teleporter. It's about four clicks from your position Hawkeye."_

"Hawkeye!"

Clint didn't need another word to draw another arrow. With steady breathing, he aimed it in the direction of the teleporter. He let the bowstring go and the arrow flew. It traveled in an arc towards the teleporter. An A.I.M. scientist was just about to activate it before it landed, nearly hitting his hand. Then, electricity flowed through the tip of the arrow, overcharging the machine. It short-circuited, rendering the machine inoperable.

"Teleporters are taken out," Hawkeye reported, drawing another arrow. "I've got my eyes on several others trying to make a run for it on jets. Hulk?"

With a roar, the Hulk leaped into the air. Within a single bound, he landed in between the jets. The shockwave upon impact sent several A.I.M. agents off balance. With a growl, each of his big meaty hands grabbed a jet and smashed them together repeatedly. The machines crumpled and fell apart from the strength of the green behemoth. He threw each of them at the remaining transports, making them explode.

The good news for A.I.M. is that none of their personnel are onboard.

Bad news for A.I.M. is that out of all the Avengers, they have to deal with the big bad Hulk.

Hulk roared and clapped his hands, sending a shockwave. The agents fell effortlessly while other buildings disintegrated from the force of the blast. Hulk looked around the area and scratched his head.

"Why don't these guys have someone bigger?" He wondered.

"Aye, that's what I suspect as well," Thor landed beside him. "It would appear they didn't expect our presence. Otherwise, they would at least send an Adaptoid here."

_"You can say that again blondie,"_ Hawkeye remarked. Another A.I.M. agent attempted to sneak behind him. Without looking, Hawkeye aimed his bow behind him and fired a knockout arrow. With the force of a punch, the agent fell off the watchtower. _"Although I'm not complaining. If this is all A.I.M. has, then this is going to be short."_

Suddenly, noise filled the air.

_"Me and my mouth,"_ Hawkeye groaned.

Thor and Hulk turned to the source of the noise. Rising like smoke and coming towards them is a swarm of black mass.

_"Drones,"_ Hawkeye reported. _"I don't have enough arrows. Can you guys handle it?"_

"Indeed," Thor hefted Mjolnir and began spinning it. He glanced at Hulk. "Vol-au-vents to the first person who picks off the most of these drones?"

"You're on Goldilocks!"

Together, the muscle of the Avengers leaped into the sky. Lightning leaped off Mjolnir in arcs and Hulk raised his hands and clapped. Lightning fried several drones while shockwaves followed like thunder. Flying in-between is the Falcon. Several times, he fired his machine guns at any drone he set his sights on. Several times he stopped to let loose feather flechettes from his wings. Once he lured a horde to follow him and dropped down. They followed him to the ground until he pulled up just in time to let gravity finish them off. Soon, there is a pile of dead drones.

Back at the Quinjet, Tony was hooked up to the bomb. Cables streamed from his gauntlet and A holographic screen is projected in front of him.

"Cap, you go on ahead," He said. "I suspect that this isn't the only bomb that A.I.M. has. I'm going to go look for them and disable them."

"Understood," Captain America said. "Natasha you're with me. Sam, help Thor and Hulk deal with those drones! The rest round up all these A.I.M agents."

"On it Cap," Natasha said as she dodged a strike from a mind-controlled S.H.I.E.L.D. agent. She took out her shock sticks and pressed both against his neck. He spasmed uncontrollably and fell to the ground unconscious. Another wrapped his arms around her, but she shifted her center of gravity. Her legs wrapped around his neck and she forced him on his back. She applied pressure to his neck until he turned limped. The Black Widow got up and stepped away from the prone body.

_"I've got a visual on the pit," _Sam reported. _"It appears to be… a ship of some kind."_

"Ship?" Captain America asked. Then he shook his head. "Later. Can you see anything else?"

_"It looks like there are still some A.I.M. goons down below!" Sam replied. "They appear to be clearing out though. Some of them are tinkering with a computer."_

"They're clearing their findings," Natasha said in alarm. "They would rather delete them rather than let someone else have them."

"Not going to happen!" Captain America rushed to the pit. He jumped off the edge and let gravity pull him down. Positioning his shield so that it faced the ground, the captain braced for impact. Captain America crashed into the ground, surprising the agents. Thanks to the vibranium alloy, his shield absorbed the impact, cushioning his landing. Then he stood up straight in the presence of the A.I.M. scientists.

"I'm afraid that we need that," He commented as he hefted his shield and threw it. The shield flew and struck the A.I.M. scientist nearest to the console. It struck him in the head and bounced off him. Ricocheting off of several scientists, it returned to the hand of Captain America, who proceeded to insert his arm through the straps and engaged the rest of the scientists. He held up his shield up to block energy bursts and bashed it against one and throwing a quick punch into the visor of another.

Another A.I.M. scientist attempted to fire a bazooka at him, only for him to be taken down from an axe kick from above. Natasha removed the bazooka and walked over to the computer while the captain dealt with any remaining opposition.

Natasha typed away at the keyboard. "Cap. This is everything about their operations including this. This also lists routes that lead to more A.I.M. safehouses."

"Get everything then," The Captain grunted as punched another A.I.M. scientist in the face. "We can give it to Fury."

"Already on it," Natasha pulled out a thumb drive and inserted it into a port. She typed in a few keys and initiated the download. "This will take a few minutes. In the meantime… wait…"

Suddenly, the download stopped as the screen began to glitch.

"Natasha, what's going on?!"

"The screen is glitching," Natasha hastily tapped a few keys. "The download has stopped, and the system is erasing the data!"

"It's not the system Agent Romanova!"

The captain and widow paled. "That voice."

The two avengers looked up to see a large object descending from the sky. The object was a man sitting in a yellow chair propelled by a rocket turbine. His limbs are covered in purple armor plating. His head, however, is the biggest feature of them all. Surrounding his head is a purple band with a red center. Tiny eyes glared upon the heroes.

"M.O.D.O.K."

"Indeed, Captain Rogers! I am M.O.D.O.K.!" M.O.D.O.K. declared. "and A.I.M. will have the technology inside this ship!"

Suddenly, they felt their heads ache. Groaning, Steve and Natasha fell to their knees and clutched their heads. Pain flooded their heads as M.O.D.O.K. emitted psionic waves. Captain America glared up at the grinning organism.

"You forget M.O.D.O.K.!" The captain America forced through the pain. "I'm used to your mind games! There's no point in trying!"

"Oh, I know I can't control you," M.O.D.O.K. replied darkly. "Agent Romanova on the other hand…"

Captain America's eyes widened and turned to see his comrade standing up slowly. Then, without hesitation, she rushed at him with her shock batons raised. He lifted his shield just in time to block her sticks, electricity crackling against it. Natasha's eyes looked dead inside.

"The red room has left many mental commands," M.O.D.O.K. mocked with glee. "So many that my superior intellect can exploit! I've commanded the Black Widow to fight at my side and destroy you! Let's see if you can bring yourself to fight your friend!"

"Dammit," Captain America kept his shield up and shifted just in time to block a high kick from Natasha. Throwing his shield, he reached out and grabbed both of her hands. Increasing the pressure, he forced her to let go of her shock sticks. Undeterred, she ran up and kicked him in the head, freeing her from his grip. She landed a few feet away from him and reached for her guns. The captain dodged and rolled as she fired her guns at him. He held his hand out and received his shield, which he threw to ricochet of several obstacles, and blocked the gunfire. Bullets flattened against the star-spangled shield.

"Sam!" Captain America shouted in his earpiece. "I need some air support! Be careful with Black Widow, M.O.D.O.K. did something to her!"

_"Loud and clear Cap!"_ Sam shouted over the comms. _"Don't worry about Nat! I've got someone on it!"_

Natasha was still firing on him before a brown blur collided with her face. She staggered and tried to hit Archie, but he flew up to avoid her strike. While Archie distracted her, Captain America rushed up to her and knocked her out with a punch.

"Hey M.O.D.O.K.! Heads up!"

M.O.D.O.K. turned to see the Falcon, firing his submachine guns at him. The bullets flattened against the telekinetic barrier that M.O.D.O.K. had set up. Snarling in annoyance, M.O.D.O.K turned his attention to Falcon. But behind him, a red drone flew by firing rockets at him. They exploded against his shield, diverting M.O.D.O.K.'s attention back and forth. While they are fighting, Captain America carried Natasha out of the crossfire and set her down. Slowly, she began to come to.

"You all right?" Steve asked in concern. Natasha scowled and got up.

"I will be when we take down that big brain," She growled, taking a small circular device. "Clint, are you there?"

_"I am,"_ Clint replied, the sound of a bowstring being released I heard on his end. _"Just took care of some runaways on foot. Some who were stupid enough to get close to Stark when he is disarming the bombs. Now I am standing here watching M.O.D.O.K. play kill the Falcon. What do you need?"_

"Remember that trick we did back in Italy? We're doing that again."

_"Okay, I've got you in my sights," _In the distance, Natasha can see Hawkeye knocking another arrow on his bow. _"Ready?"_

"Sam, get clear!" Natasha called as she threw the device at M.O.D.O.K., which began bleeping red. As if he knew what they are doing, Captain America covered the two of them with his shield. Sam recalled Redwing and careened away as Hawkeye let loose the arrow. In mid-air, it emitted a sonic screech. Howling in pain, M.O.D.O.K. covered where his ears should be. Then the arrow hit the device and it exploded in a flash, blinding him.

"Damn you!" The Mental organism cried. "Damn you all!"

"Keep him off balance!" Captain America shouted, throwing his shield. M.O.D.O.K. barely had time to react as the shield hit his forehead, sending him back. Then an arrow hit him and exploded, rocking him back. Just as M.O.D.O.K. opened his eyes, a green form leaped into the pit and grabbed both of his legs.

"Time to make you fly!" Hulk shouted as he spun M.O.D.O.K. around in a circle. M.O.D.O.K. screamed as he spun, spun, and spun. Until finally, Hulk let go, sending him flying to the sky…

…right where Thor is waiting.

"Taste the wrath of Mjolnir!" He cried as he spun his hammer by the leather thong. Gripping it by the handle, he brought it down upon the evil being. With a flash of light and a sound of thunder, M.O.D.O.K. was sent back to the earth at full force. M.O.D.O.K. crashed into the ground, creating a crater.

M.O.D.O.K. laid on the ground, writhing. Mjolnir had damaged his doomsday chair, preventing him from moving. But that didn't mean that he wasn't powerless.

Before he could try, however, Iron Man landed in front of him.

"Stark…" M.O.D.O.K. growled.

"Hello M.O.D.O.K.," Tony nonchalantly replied. "I was wondering who the big brain was behind those bombs. Of course, being a genius, I could guess that where A.I.M. goes you follow... all the way to the Vault."

"You Avengers haven't won yet," M.O.D.O.K. declared as he tried to lift himself with telekinesis. "My superior intellect is enough to – ARG!"

Suddenly, M.O.D.O.K. spasmed from a million volts coursing through his body. He tried again only to get the same result.

"You were saying?" Tony asked mockingly.

"I'm saying I shall—" M.O.D.O.K. tried to get out but couldn't as he was suddenly shocked again.

"Sorry baby head. I think I _accidentally_ slipped in some of my Telepathic Microscopic Taser's while you were having a fit. TMT for sort. I made it especially for you and people with abilities like yours. The more you try to use it, the higher the voltage becomes."

"If you think your technology will stop my intellect. Then you are—" Once again, M.O.D.O.K. gets shocked again.

"Hey, I did say that it affects anyone with abilities like yours," Tony said dryly. "That includes the ability to control my tech."

As M.O.D.O.K tried in vain to use his abilities, Hawkeye fired another arrow. This time, when it made contact, foam spread across the body of the mental organism. When it completely covered him, it hardened. M.O.D.O.K. is incapacitated.

"Can't say I'm happy to see M.O.D.O.K. being helpless," Hawkeye commented as landed into the pit. He looked at Tony with a look of apprehension. "How long were you working on that."

"Ever since he stripped me of my armor," Tony replied. "I wanted to test out my new firewalls, but I can wait until next time."

"Hopefully not," Captain America said as he and the rest of the Avengers gathered around the squirming villain. "Let's get this guy to a nice warm prison cell."

"I'll contact Director Fury," Natasha said. "He'll be plenty happy to see the baby head in a cell again." She walked off to the side and placed a finger on an earpiece. Tony glanced at the ship.

"How long has this been here?" Captain America asked. Clint walked over to the console, relieved that it's still operational, and opened a file.

"Discovered by sheer luck six months ago," He read. "A ship crashed into this area while an agent got lost. With all the chaos happening, they decided to keep this under wraps until they get inside. M.O.D.O.K., for once, thought it wouldn't be a good idea for him to not work with the project until now."

"Good that did for him in the end. Now we can…" Tony's voice trailed off as his scanners went off. "Cap! My scanners are detecting eight lifeforms on that ship!"

"What?" Captain America exclaimed. The other Avengers looked alarmed. M.O.D.O.K. looked interested as well.

"Life forms? So that's what that ship—" Hawkeye decided at that moment to fire an electric arrow at him, electrocuting him. M.O.D.O.K. fell into unconsciousness.

"Was getting on my nerves," Hawkeye told the others. "Anyway cap, what do we do?"

"If there are people on that ship, then we need to help them. They could need medical attention. Stark, can you get in?"

"Give me a second," Tony walked over and linked his armor to a port. This technology felt familiar to him somehow. But he put that thought away for the moment. "Just give me a few seconds and I'll—"

Hulk went up and grabbed the ramp and ripped it off the ship. He turned to see Stark standing still. Underneath the faceplate, he was gaping at him.

"You take too long," He grunted as he leaped into the interior

"I agree with Hulk," Thor said as he walked by a frozen Stark. "We don't have the time for another 'hack' of yours."

Tony finally snapped out his daze and walked inside, the Captain following him. They entered into a steel gray hallway. The other went up ahead while Tony scanned the technology. Captain America stood with his friend.

"What is it Stark?"

"I knew I recognized the tech," Tony spoke in an unhappy tone. "It's 41st-century technology. I know one guy who has access to that."

"Kang?" Captain America asked. "Why would one of his ships be here?"

"That's one thing I would like to ask him."

"Cap!" Came Sam's voice from ahead." I found four of them! I think they're children!"

"WHAT!?" The two avengers ran ahead to the cockpit. Falcon was kneeling in front of one of the pilots, a blonde-haired boy in a rabbit hoodie. Captain America went and checked his co-pilot, who is a young girl wearing a tattered skirt and cape. Her hair is the darkest shade of red anyone had seen before it revealed its true color at the tips. Like the boy, she was bruised and cut, blood caked on her skin.

"Their vitals are stable," Sam said, worry evident in his voice. He examined the other two behind them. "But they have sustained physical trauma all over. My HUD is telling me that they've also sustained some damage from the crash."

"They also appear to be in stasis," Tony scans showed that they are encompassed by an energy field. "It looks as if the Stasis is the only thing keeping them from dying. They will need medical treatment as soon as we take them out."

"Agreed." Captain America nodded grimly. Just then, Hawkeye came running in, panting.

"We've found four more in the medical bay," He breathed. "Two of them are in bad shape than the rest. One has an arm missing, the other looked like she was turned into a shish kebab. A LASER shish kebab."

Thor walked in next. "Odin's beard!" He cursed as he looked upon the pilots. "What became of them?"

"It's the same as the others," Tony replied. Out of the corner of his eye, he noticed a device near the girl's feet. "We've found them in need of medical attention. My scanners believe that some of the injuries are caused by the crash.

Thor clenched his fist. "Whoever did this has earned my Ire. To attack children is unthinkable! Do we know who did this?"

Before Tony could answer, Natasha came running.

"I came as soon as I—What happened to them?"

She gasped as she saw the children. Her breath hitched even more when she saw their state. Captain America looked at her.

"Contact Fury immediately! We need medics on the double!"

* * *

Ruby drifted from between consciousness and oblivion. She had expected to be in pain after the ship malfunctioned and crashed onto an unknown planet. But now, all she felt was softness and warmth.

Her silver eyes opened. She was resting on something plushy. Her body is strapped down, not too tight, but enough to prevent her from falling off. From her blurred vision, she could tell that she wasn't on the ship anymore but in another transport. She felt it flying and heard the engines so it must be air transport. Was she being taken to a hospital? Where are her friends?

Her vision cleared, and she saw someone standing nearby. He was fiddling with an arrow when he noticed her out of the corner of his eye. He turned and said something in a language she didn't understand, and more people came toward her. For a moment, she felt relief.

That feeling disappeared when she saw metal. The red and gold metal of a figure. Glowing white eyes gazed down on her as it approached her with clanging footsteps.

She felt her heart race as she struggled against the bonds. The man with the arrow looked alarmed and rushed over and placed his hands on her shoulders. He kept her down as the metal man backed away in alarm.

A woman came and took out a syringe. She tried to press it against her skin but broke. Frowning, she grabbed a plastic mask and pressed it over her mouth. The man held her down kept her still as Ruby lost strength in her muscles. Slowly, she felt herself losing consciousness.

* * *

Nick Fury stood on the deck of the Helicarrier, his black long coat swaying in the wind. Behind him stood Maria Hill with several S.H.I.E.L.D. medical staff along with several armed agents. Each of them has a gurney to receive the patients.

Soon, the Quinjet and two more landed on the runway. The ramp lowered, and the Avengers came out. From the other two, S.H.I.E.L.D. personnel escorted M.O.D.O.K. and A.I.M. agents off. The medics rushed through the Avengers and onboard the Quinjet.

"Well, well," Fury muttered as he approached the encased leader of A.I.M. "We've been looking for you ever since you and your buddies in the Cabal went dark. I've been saving you the nicest seat in the Vault."

M.O.D.O.K. growled but didn't say anything. Fury nodded to Maria, who proceeded to escort him and his cohorts away. Fury then turned to the Avengers.

"That's about the only good news I've received today," Nick spoke, his face grim. "Agent Romanoff told me that we've got wounded?"

"We've got eight wounded teens," Steve spoke as the Medics began rolling out the children. "Two of them are heavily injured. The rest we suspect they got from the crash."

"I have a few of my technical support all over the crash site," Fury said as he walked away, gesturing for the Avengers to follow. They stopped with the medics and their patients. With a whirr of machines, the floor beneath them descended. "From what you told me, I'm glad that A.I.M. doesn't have their hands on more of Kang's technology. Meanwhile, what do we know about the children?"

"There's nothing much to tell director," Natasha responded. "Given the circumstance of Kang's technology, they could've come from anywhere in time."

"Of course," Fury groaned. Then he noticed an odd man out. "Where's Stark?"

"One of the children woke up," Steve explained. "Upon seeing him, she began to panic. Tony suspected that she sustained a PTSD. She panicked when she saw his armor. He thought it was a good idea to head back to Avenger's tower."

"If you ask me, I think his feelings were hurt," Clint smirked.

"I see…" Fury muttered. He suspected that isn't the only cause, but he will get to that later. "Anyway, while the medics are treating them, I'm having my scientists examine them."

"Is that necessary Fury?" Falcon asked with skepticism to which Fury raised his hands defensively.

"I just want to make sure they aren't a threat," Fury said. Before they could protest, he said, "I don't like it any more than you do. But these people were on board a ship belonging to a time-traveling tyrant. How do we know that they won't attack us when they get up?"

"This young maiden didn't seem to be a threat," Thor argued, gesturing to the red-garbed girl. "They don't appear to machines either."

"Regardless, until I'm sure they aren't a threat, I'd like to keep my eye on them," Fury said. "In the meantime, can you tell me if they had anything on them?"

* * *

Tony sat at the workbench of the lab at Avengers tower. His armor in the decompressed state. In front of him is the device that belonged to the girl. Its frame is white and looked like any smartphone except without the screen. He had disassembled it and found a black crystal. Which answered his question on why he couldn't turn it on.

The crystal acted like the battery for the device. Now for some reason, it didn't work like it was supposed to. Tony decided to investigate later, for now, he is modifying the device to suit a lithium-ion battery.

The doors to the lab opened and two more people walked in. Carol Danvers, AKA Captain Marvel, in her blue and red suit. T'challa AKA Black Panther in his black vibranium panther suit.

"Tony," Carol called as she walked over to Tony. He didn't look up as he continued tinkering. "We heard that the party almost got canceled thanks to Fury. What's happened?"

"Oh, just the usual," Tony replied with a smile. "A.I.M. was planning another one of their technological schemes and we saved day." His smile faded. "That and we've found children."

"Children," T'challa asked. The King of Wakanda took his eyes off the device Tony was fiddling with and stared at the billionaire. Carol looked alarmed as well. "What were children doing with A.I.M.?"

"They were in the spacecraft that A.I.M. seemed was interested in," He replied, as he took out tweezer and fixed the wiring. "A ship that belonged to Kang." Carol and T'challa looked even more alarmed at the name. "Cap and the others took them to the Helicarrier for medical care. If I'm correct as usual, they are being analyzed by Fury's usual paranoia."

"So why are you here?" Carol asked.

"Because of this," Tony answered, gesturing to the contraption on the table. "They say that a picture is worth a thousand words. In my case, this device is worth a thousand words. If I can get this thing working, we might get answers as to why they were inside and what happened."

"I assume this was the battery?" T'challa asked as he tenderly lifted the black crystal. Through his mask, he was scanning the substance. "Odd. It doesn't match any known element that we know."

"Glad that caught your interest," Tony said as he finished putting it back together. "Can your scientists go over it?"

"I'll see what they can do," T'Challa walked away. As he contacted his homeland, Tony lifted the device and examined it all over. Carol leaned over and gazed at the jury-rigged device.

"Still having trouble?" Carol asked in amusement.

"I'm starting to think that whoever made this device is complicated," Tony grunted as he tried to see how it worked. He looked at the small diamond at the center and he got an idea. He gripped both sides of the device and pulled. A transparent screen slid out until he held it like a Nintendo Switch.

"I change my mind," Tony whistled. "I've got to find the guy who made this." He tapped the diamond, which he assumed to be the power button, and it glowed yellow. The screen glowed with life.

"Well done," Carol congratulated. "Looks like the futurist solves another technological mystery."

"It's what I do Carol," Tony smirked. As he scrolled the device screen, he frowned. "Though I think this needs improvement. Whoever made this didn't think that somebody would steal it. That and their personal information. I should give those kids a lecture."

He tapped on a file in alien letters. It opened to reveal pictures of various images. Some of them contained the people they rescued. The others remain a mystery.

"Worth a thousand words, huh?" Carol smiled.

"Coincidence."

While Tony scrolled through the pictures, a buzzing sounded from Carol. Frowning, she reached behind her and pulled out a phone with her suits color scheme. She accepted the call and held it to her ear, turning away as she did so. After a few minutes, she turned back to Tony frowning.

"Tony, would there happen to be seven more of those devices?"

Tony looked back at her unrepentant. "Fury called?"

Carol held up her phone. On it, the caller ID was unknown, but it was clear who was on the other line.

"Yep, and he wants to talk to you."

* * *

"Mind telling me what you were thinking Stark?" Fury nearly shouted in the command room of the Helicarrier. Onscreen was the caller ID Tony Stark. Behind him stood the Avengers, minus Black Widow and Hawkeye. They were stationed to watch over the children. He had learned that out of the eight devices that one of them was missing.

They didn't need another brain to figure out who made off with it to Avengers tower.

"Like what I always think," Tony replied. They could even hear is a smug smile. "I managed to crack the device. You won't believe the security they installed."

"I'll ask for details later," Fury said, calming down. "Did you find anything?"

"Mostly the kids in question. Moreover, there are some pictures of unfamiliar places. This includes strange black creatures with bone masks on them. Some of them include them fighting the black creatures."

"They're warriors then?" Thor asked, eyebrows raised in surprise. "They seemed pretty young, especially the red-cloaked one. If that would be the case, why are they unarmed? They couldn't have fought Kang unarmed."

"About that, I've opened a file on one of them. I got to say, it's pretty smart to combine a melee weapon with a gun. Strangely, there is a picture with the owner of this device hugging a huge scythe. The weapon is named Crescent Rose. If I don't know any better, I'd say that she was married to it."

"Like goldilocks here?" Hulk asked, chuckling. Thor threw him a glare and would've retorted if the Captain didn't intervene.

"Break it up," He ordered. The two powerhouses glowered at each other but didn't pursue it any further. "Tony, anything else?"

"Yeah, it turns out that this is powered by an unknown substance. However, for some reason, it's no longer working."

"Then this supports my theory that they may not be from earth," Fury said to Tony's surprise.

"What? I mean, I get time to travel. But time travel from another planet?"

"We've checked them over, and a few things stood out," Fury explained, bringing up windows as he went along. "They seem to be emitting, in Richards words, some kind of bio-energy field. From Agent Romanoff's testimony, it provides some kind of forcefield and healing ability."

"Their bruises are almost healed by the time we got them to the med bay," Falcon said. "The red-haired girl pretty much healed from those burns. This energy field seems to be the only thing keeping the blonde from bleeding out."

"That's interesting," Tony admitted. "Reed would want to look into that. Maybe he can enlighten us."

"I've sent a sample of their DNA to him for analysis. Second, one of them has feline features. One of them has an extra set of ears similar to cats."

"Can't say I'm surprised," Tony remarked. "There have been known to be other human-like lifeforms across the galaxy. But you certainly have a point. Carol, have you encountered people like them before?"

"No…" Carol said over the phone. "I've never seen or been to those places on the phone before."

"So, we've got a few kids who went toe to toe with the worst conqueror past and future," Hulk rumbled. "Question is how does it involve them and why?"

"We'll have to ask them when they get up," Captain America said. At that moment, the klaxon sounded as red lights flashed.

_All agents code 13. Repeat, all agents code 13!_

_"Cap!"_ Hawkeyes' voice came over the comms. _"We've got trouble. The kids are up and they are giving Hulk a run for his money!"_

* * *

"Can't you restrain them?" Natasha asked as she ducked underneath another flying steel chair.

"Because it worked so well last time?" Clint snarked as he let loose another impact arrow on the Asian-looking boy. "And I've already used my last capture arrow."

Several minutes ago, Clint and Natasha were watching over them when the cat girl woke up and started screaming. Waking up to a room with two unfamiliar people was not going to help with PTSD. They tried calming her down, but she seized a scalpel from a nearby tray and started slashing at them. Thankfully nobody got cut. Natasha tried to take it from her, only to find a problem. For some reason, every time her hand made contact with her, it turned out to be a copy that disappeared. Reluctantly, Hawkeye drew a capture arrow, waited for an opening and fired it at the cat girl. The high-density foam encased her and hardened, restricting her movements and preventing more copies. They tried to calm her down but that was when they heard the blonde wake up behind them.

One look at them and she was off the bed and rushing at them, eyes going from lilac to red with anger. Her hair caught on fire, but they didn't have time to see if it was real. She tried to punch Natasha with her only arm, but she grasped her by the wrist and judo flipped her onto the ground. The blonde kept glaring at her, but she was held down by the spy.

"Calm down!" Natasha said, her voice steady. "We're not your enemy!

_"Let me go!" _The girl opened her mouth, but all Natasha got was incomprehensible words. Natasha groaned.

"Great, language barrier. Clint, can you get Thor down here? We'll need him to act as translator."

"One problem," Clint spoke with a hand ready to draw another arrow from his quiver. "The rest of the kids are up."

And they don't look happy Clint wanted to say, but she got the message. She turned to see the rest of the kids up and looking at them and their downed friends. Within seconds, they got mad and rushed at them.

_"Get away from them!"_ The red-cloaked girl rushed at her with a trail of rose petals. Natasha let go of the blonde and faced her, activating her gauntlets. She didn't want to do this, but there was no helping it. They needed to be subdued before anyone gets hurt. She noticed that the girl didn't appear to be good at hand-to-hand, because the punch she was throwing at her was sloppy. Exploiting the opening, she ducked under the blow and punched her abdomen. Her Widows Bite emitted electrical shocks that coursed through the girl's body. Normally, a person would be stunned by the amount of watt's that her gauntlets emitted. But thanks to her bio-energy aura, she merely looked fatigued as she backed away from her warily.

She held her hands up in a placating gesture. Her face gave an apologetic look as she tried to assure her that she meant no harm. Unfortunately for her, the blonde-haired boy rushed at her, and she swept her legs under him. He fell to the ground on his side and vomited. Natasha winced. _He must be airsick_, she thought.

Hawkeye wasn't having much luck either. He engaged in close combat with the Asian boy and red-haired girl. It was after firing a few arrows that he realized that the red-haired girl has magnetic powers. Using his bow like a kendo stick, he blocked and parried the strikes of the Asian boy. It was clear that this guy is good, but Hawkeye was better. Taking out an arrow, he made an effort to stab the boy with it, as expected he grabbed his wrist as it came down. To the boy's confusion, Clint smirked and pressed a button on his bow. The tip of the arrow exploded in a flash of light, blinding the boy. Thanks to his shades, his eyes are protected from the flash. Seizing the opportunity, he kicked the boy into a wall.

An orange-haired girl called out something which he assumed was the name of the boy. Enraged, she gripped her hands but didn't charge at him. Rather, she jumped into the path of electricity Natasha sent out with her Widow's bite. Instead of feeling fatigued, the opposite occurred. Pink electricity flowed in her body as she grinned like the wicked witch of the west. Hawkeye knew what was happening.

"So, you get stronger with electricity?" Hawkeye asked, forgetting for a moment that she can't understand him. "I'm almost glad we didn't bring Thor."

The girl crouched down and sprung towards him, fist raised. Hawkeye dodge rolled to the right and her fist impacted the ground where he once stood, denting the metal floor. Then she leaped at him again, but this time he was ready. Using her momentum against her, he threw her into the red-haired girl who was trying to throw another chair at him.

The red-cloaked girl shouted something to the others. A glance and they saw that they managed to get the catgirl out of the foam. The blonde is carrying her over her shoulder. The white-haired girl created a glowing symbol reminiscent of a snowflake. Objects in its vicinity levitated and rushed at them at full force.

"Nat!" Hawkeye grabbed his teammate and ducked them behind a bed as the rain of debris passed over them. After several moments it subsided. They looked over their cover, they saw that the children are gone.

Natasha pressed a finger to her earpiece. "Director Fury, the children have gotten out of the med bay."

_"I know, several agents are reporting in. I'm ordering them to get to the top deck. Let them come outside."_

"On it," Natasha gestured to Clint to follow her. Together, they set off in pursuit.

* * *

Fueled by adrenaline, the children rushed through the halls. They didn't know where they are, or who those people are, but they didn't care. They need to get out of here. Several times, they have encountered more strange people with guns. For some reason, they kept their distance and didn't fire their guns. Whether out of fear or not, they didn't think as they kept running.

Soon, they came across an opened hatch. Stepping outside, they found themselves in an airfield. They could feel the wind blowing against them as they walked further away from the entrance.

"_Are we in the air?" _The blonde-haired boy asked, his face looked green. _"That explains why I am sick!"_

"_Just keep it in your stomach vomit boy!" _The blonde-haired girl shouted over the wind. _"I don't want you vomiting over me again! We need to get off this thing!"_

At that moment, a metal shape landed in front of them with a clang. They looked at it and the red-cloaked girl widened her eyes in fear. The iron man looked up and stood straight.

"Hi," Tony greeted cheerfully as he waved his hand. The children backed away from him, causing him to sigh. "Look we might have gone off on the wrong foot, but I'm friendly."

"They don't understand you Stark!" Hawkeye shouted as he and Natasha emerged from the entrance, cutting them off. "They don't speak English!"

"Language barrier, huh?" Tony asked them, shrugging his shoulders. To their surprise, he opened his faceplate, showing his friendly smile. "No matter. We've got someone who can help."

"_What! He's not an android?!" _The red-cloaked girl shouted.

"Just stay here, we don't want to fight." He gestured with his hands. The children just looked at him like he'd grown another head.

"_What's he doing?" _The red-haired girl asked the blonde-boy.

"_I don't know,"_ He admitted. The iron man repeated the gestures and the boy somewhat understood. _"I think he's saying that they don't want to fight and that we should stay here."_

"_Not a chance in hell!" _The blonde girl shouted, her eyes still red. _"How do we know they aren't lying!? What if it's a trick by Kang?!"_

"What Iron Man speaks is true, young warrior." The children looked up to see Thor as he landed. They weren't astonished by his entrance, but the fact that he can understand them. He even spoke in their language. "If we are working with Kang, you most certainly will not be alive."

"_You…You can understand us?" _The catgirl asked in surprise.

"I can," Thor confirmed as the rest of the Avengers surrounded them in a circle. Smashing his way from below, the Hulk emerged from the depths of the Helicarrier, scarring the children with his massive size. Falcon and Captain Marvel landed at Iron Man's sides while the Black Panther leaped down from a Quinjet and landed on all fours. Captain America walked with Fury to where Thor is standing. Several agents stood by with weapons but didn't raise them per the director's orders.

Captain America looked at Thor and whispered something to him. Thor widened his eyes but nodded his head. He walked forward and pulled off his helmet and let it fall.

"My name is Steve Rogers," Captain America said while Thor translated. Slowly, he set his shield on the ground and walked toward him with hands raised. "We've found your ship crashed. You required medical help, so we brought you here. I don't know what Kang has done to you, but we can help you."

He ended up right in front of them. The children didn't back away or attack him. The youngest of them looked at him like he was someone familiar. Steve reached out a hand, which she stiffened.

"We mean you no harm," Steve said. "We only want to help."

The silver-eyed girl looked at him with reluctance. Slowly, she reached out a hand and grasped his and they shook. Behind her, her friends dropped their shoulders and became less agitated.

"Thank you," Steve smiled warmly. "May I ask your name?"

The girl smiled. Then she answered.

"My name is Ruby Rose."

[~][~]

I forgot to mention that I will be posting 2 chapters per month. Anyway, RWBYJNPR has been introduced to the Avengers. To be fair, I've been wondering why they haven't tried the TMT on MODOK yet. To those who read an error before, my apologies. You can rest assured that it won't happen again.

On to Q&A:

**edboy4826: **You'll see in due time.

**SilentXD&: **Kang hasn't been known for working well with others. He believes he knows the answer to everything all because he's from the future. Keep in mind, that Ozpin and Salem aren't the only ones at fault. _Evil has truly won when good people do nothing._

**Guest (1):** As I said, you will see all in due time. The people in this chapter isn't the entire roster. It's not going to be as big as the Justice Leagues though.

**Guest (2): **SHAME ON YOU! If Spider-Man isn't involved, then the whole marvel universe will fall apart! Of course, I am going to add him to the mix. :)

**hirshja: **Thank you for the advice.

**Juxshoa:** Yes they do.

Thank you for reading. Hope you enjoyed the chapter.

See you next time!


	4. Lost When We Wake

**Remnant's Mightiest Heroes!**

**Chapter 4: Lost When We Wake**

[~][~]

Ruby sat at the edge of the Helicarrier, legs dangling over the side. She gazed upon the city of the alien world she and her friends found themselves in. Skyscrapers reached for the heavens and the noise of traffic could almost be heard.

It reminded her so much of Vale, which made her heartache.

"Miss Rose?"

She turned her head to see the man who called out to her. Unlike the other S.H.I.E.L.D. agents, he wore a black suit and tie. His brown hair is short and groomed to the side. He was never without a smile every time she saw him.

"Hey, Agent Coulson," Ruby waved and smiled back.

"Enjoying the view?"

"Yeah," Ruby glanced back at the city, New York they call it. "Back on Remnant, we were too busy with the Grimm attacks to build infrastructure and architecture like this. There was one attempt to expand Vale, but it was abandoned after being overrun by Grimm."

"I'm sorry to hear that," Coulson apologized. Ruby can tell he meant it. "But if it makes you feel better, New York gets almost destroyed monthly."

"I can tell," Ruby chuckled. Then silence fell between them, except for the wind blowing.

"So, did you need me for something?" She asked.

"Director Fury is ready for you," He answered. "He sent me here to escort you."

"Of course," Ruby scooted her butt away from the edge and stood up. Coulson gestured her to follow which she obliged. Together, they walked across the top deck.

"So how is your head?" He asked. Ruby placed a hand to a sore spot on her head.

"A little sore," She admitted. "But it's a relief to be able to talk to anyone. All though, I'd rather not go through something like that again."

It was a few hours after they met the Avengers that they Thor asked them if they could give them translator implants. According to Tony Stark, the guy in the armor, they act as translators to allow communication between different species across the galaxy. When they were told that they have to surgically implement them, they were less than pleased. After calming them down, they realized that Thor can't be around them forever. Not everyone had the 'Allspeak' that Thor possessed. Reluctantly, they agreed. It took them a week to recover from the ordeal.

"Hopefully, you won't," Coulson said. "But it was worth it, in the end, don't you think? Now that we can talk to each other, how are you liking Earth?"

"It's a bit different, but it looks okay," Ruby said. "I wish we could explore more."

"You'll get your wish sooner or later," Coulson assured as they approached the entrance into the Helicarrier. "Director Fury insists on keeping you where his eye can see."

"To make sure we aren't a threat," Ruby mumbled nearly out loud. She had been informed by the Avengers, the people who rescued them, that Fury is paranoid. They called him the spy for a reason. She couldn't blame him. he was only doing his job to make sure his planet is safe. Even from them.

Sensing her distress, Coulson changed the subject to one of his favorites.

"Do you like superheroes?"

Ruby's' face perked up at that. Ever since she learned that Superheroes exist, she had been ecstatic over the week. It was as if her comics had come to life. Not huntsman or huntresses in costume, actual superheroes like the Avengers.

"Yeah!" Ruby beamed. "I love Iron Man's armor! Also, Captain America's shield! Is it true that it is almost indestructible?"

"Yep. It's a mixture of Vibranium and Adamantium. I'll let the Captain fill you in on the details. He's also my favorite superhero." Coulson stopped before a conference room. He opened the door and gestured inside. "We're here. Nick Fury and Cap are already inside."

Ruby's smile became nervous as she walked in. She took her seat at a metal table. This reminded her of that time where she met Ozpin at the police station. Across from her sat Nick Fury himself. Standing next to him is Maria Hill, his deputy director. Fury's eye gazed at her.

"Hello, Ms. Rose. Now that you're here we can begin."

* * *

"And that's pretty much it," Ruby said. She'd been in the interrogation room for a countless amount of time. She answered Fury's questions without lying, not daring to find out what would happen. They started from her life before Beacon Academy and after attending. She had been nervous about the ordeal, but she steeled herself and answered as honestly as she can as she detailed Kangs invasion of her planet and

"So Kang came to your planet and conquered it," Fury said as he took it all in. "Befitting of the title 'Conqueror'. It wouldn't surprise me any less. Do you know why?"

"It may be because of the Grimm. He said that they were going to be the universes greatest threat, and if he didn't conquer it, then it will come true. I'm thinking that he's lying but..."

"But it could be true," Fury finished. "That wouldn't surprise me with the file I had on him."

"You know him?" Ruby asked quizzically. "How?"

"He's from the 41st century after all. OUR 41st century."

"He's from Earth?" Ruby asked, nearly jumping out of the chair.

"Yes," Fury nodded, observing her closely after her reaction. "Real name Nathaniel Richards. He tried to conquer our time once, but we repelled him. Normally, he'd come to attack someone in this time because it affects his. We were wondering what happened when he suddenly dropped off the radar."

"Oh," Ruby could feel her heart beating faster. "So, anything else?"

"We learned that he had a wife," Maria said. Ruby nearly flinched, but not enough for Fury to not notice. "Her name is Ravonna. She's mainly the reason he keeps attacking us. Whenever something happens to her, he goes ballistic."

_Ballistic would be an understatement,_ she wanted to say. But she couldn't out of fear.

"Something wrong Ms. Rose?"

"N-nothing," Ruby stammered. She gripped her jeans to steady her arms. "So, is there anything else?"

"That will be all," Fury finished. "Your friends are in the mess hall. It's lunchtime."

"Thank you," Ruby got up and left the room. As soon as she was out, her face became sad. Back there, she couldn't say it.

_I'm sorry we doomed your world._

* * *

Eventually, she entered found the mess hall. The agent standing guard let her in. The mess hall was empty save for her friends. They sat around a table eating meat and vegetables. Like her, they wore jeans and a shirt with the S.H.I.E.L.D. logo on it. Their original clothes were too torn up to be recovered, and Weiss was picky about wearing a tattered dress.

"Hey, Ruby!" Yang waved her over. She waved with her remaining hand while her severed limb is wrapped in a cast. Word is that they were making a prosthetic arm for her. Ruby grabbed a tray and walked over to her friends, taking a seat next to Weiss. "How'd your interview go?"

"It was nerve-wracking," She sighed. "He looked like he is looking deep, for a lack of a better term, my soul."

"He's like my sister," Weiss said. "Strict, disciplined, not to mention the paranoia the Avengers mentioned."

"I'm glad that he gave me the medicine though," Jaune said as he held up his bottle of medication. "Without it, I couldn't eat here."

"Ahh, I'm going to miss calling you vomit boy," Yang teased.

"Really?" Jaune asked expectantly

"Nope, not really." Everyone laughed at the blunt answer. Then they became serious.

"So, what did he talk to you about?" Blake asked.

"Just everything about my life leading up to Kang," Ruby said, picking at her food. "Same with you guys?"

"Yeah," Jaune said with a downcast expression. "Right to the fact that we learned that this is the homeworld Kang mentioned. Oh, and there's also the fact we haven't mentioned that we destroyed it."

"In the future, you mean?" Nora corrected. Her tray is still full, which is unusual for a girl with her appetite. Everyone except for Pyrrha looked depressed.

"Come on guys," Pyrrha said. "You can't let what Kang said to get to you."

"Easy for you to say, you were dead," Yang snapped. Pyrrha looked at her in shock. The blonde realized her mistake and became shameful. "Sorry, Pyrrha. No offense, but you weren't the match that started it all."

"It wasn't your fault Yang," Blake tried to reassure her partner. "From the time stream, you weren't wrong about asking questions. We would never know that Salem couldn't be killed."

"Yeah, but that doesn't mean I want the world destroyed," Yang insisted. "Or the universe for that matter. Yet because of my anger, we doomed this world and ours."

"That's not all," Everyone turned to Ruby. "I just learned from Fury that Kang had a wife. Her name is Ravonna. Fury said that he'd go ballistic when something happened to her."

They looked astonished by the news. Ren widened his eyes. "You don't think…"

"I think she died," Ruby finished. "Kang said Earth was invaded by the Grimm. Considering that they go after anything living, I think they killed her. _We _killed her."

This sunk into their minds. They knew this to be the case. Kang's voice was filled with pain and anguish when he blamed them for the destruction of the universe. They suddenly realized that he wasn't fighting them for the universe, he was fighting to save his wife. The seven could hear what he said to them now.

_Your very existence is a threat to us all!_

"It's not fair!" Weiss exclaimed, slamming her fist on the table, causing the table to shake a bit. "It's not like we asked to be the ones to hold our planets fate in our hands!"

"So, what do we do?" Jaune asked. "You heard what the Avengers told us. From A.I.M.'s records, we've been here for nearly half a year. Thought we likely might've been here longer."

"I…I don't know," Ruby admitted. Deep down, she wanted to go back to Remnant and save her people. But did she have the right? What if Kang said was true and he could kill Salem? What if by going back, they endanger their Planet and their loved ones?

"I think we shouldn't go back."

Nobody argued with her. Nor did they want to. What they didn't know was that they were being listened to. Underneath them, a blinking red light is emitted from a small device. Listening to them were Iron Man, Nick Fury, and Captain America in the interrogation room. Their faces look grim.

"So that's what's eating them," Tony muttered. He had been visiting the Helicarrier as much as he can. Yet every time he came, they put up a faux expression of happiness. When he turned his back, they became depressed when they weren't looking.

"Still think they're a threat Fury?" Steve challenged the director, daring him to prosecute seven broken kids. Nick stood up and rubbed his chin in contemplation. He turned to the Avengers.

"What's Dr. Banner's schedule?"

* * *

Ruby was snoozing when somebody gently shook her.

"Come on, five more minutes," She muttered. The person didn't stop, rather, they gave her another gentle shake. Irritated, she sat up and glared. "Seriously, can't I- "

She stopped as she had come face to face with Agent Natasha Romanoff, better known as the Black Widow. From what she heard from the other agents, she's Fury's number one agent. The deadliest. Unlike the other Avengers, she has enough time to visit them over the week of their stay.

"Agent Romanoff," Ruby jumped. "I'm so sorry! I just—"

"It's alright Ruby," Natasha smiled. "Believe it or not, I've never had the privilege of sleeping well when I was your age. But that's another story for another time."

"O-okay," Ruby stammered. "So what time is it?"

"Right about now, it's 5:30."

"5:30? Why wake me up so early?"

"Because it's the earliest time to go out on a field trip. Do you like field trips, Ruby?"

Ruby couldn't think of the last time she stepped foot outside the Helicarrier. "Where are we going?"

"You'll see. I'll go wake the others. Just get ready."

* * *

RWBY and JNPR sat in a S.H.I.E.L.D. issued Quinjet. Natasha sat at the cockpit, flying the plane. Weiss and Blake had bags under their eyes, as if annoyed that they're up. The rest looked excited that they are leaving the Helicarrier for the first time. Though they felt time drag on as they listened to the endless noise of jet engines.

"So, Nat," Yang called. "Are we there yet?"

"Let that be the only time you ask me," She warned. "and we're about fifteen kilometers to New Mexico."

"New Mexico?" Weiss asked, still sour after being woken up so early. "You woke us up to take us to another state?"

"Don't worry, I'll treat you to some Tacos with our guest."

"Guest?" Jaune asked looking around. "I don't see anyone else here."

"He's waiting for us at the rendezvous," She replied. "Which is where we are right now."

She landed the quinjet and lowered the ramp. Powering it off, she got up from the cockpit and walked out. Without a word, the two teams followed her outside. Natasha had landed them, into what looked to be, a military installation. It was in a state of disrepair, some of it fell onto the desert ground.

"What is this place?" Ruby asked.

"This is Los Diablos Missile Base," Natasha answered. "It was a nuclear testing site for the detonation of the Gamma Bomb."

"The Gamma Bomb?" Weiss asked.

"It's like a nuclear bomb, but with a high gamma radiation output."

Everyone turned to see a man walking towards them. He was dressed in brown pants and a purple shirt. His black hair is swept to the side, exposing his glasses.

"Hi guys," He greeted with a friendly air. "I'm the guest Nat may, or may not have mentioned."

"Bruce, I did mention you," Natasha smiled. "I figured that you may want to introduce yourself."

"Good point," Bruce turned to the children and reached out a hand. "My name is Robert Bruce Banner. I'm a Ph.D. in physics. But my friends call me Bruce."

"Good to meet you, Bruce," Nora cheerfully greeted as he shook their hands in turn.

"You too kids," Bruce grinned. "I assume you don't know why you're here?"

"Yep," they replied with a small pop.

"We'll let me tell you a story," Bruce replied. "As Nat may have mentioned, this was a testing site for the underground detonation for a gamma bomb."

"You mentioned that it was powerful than a nuclear bomb," Blake said. Throughout their stay, they have been allowed to read books. Their access to the 'internet' was restricted by Fury. Among those books, she found one on nuclear technology. "I'm glad that we didn't develop this. The side effects aren't worth it."

"Same here," Bruce agreed. "To be honest, that was never my intention when I oversaw its construction."

"You built the Gamma bomb?" Weiss asked. "Why?"

"It was meant to be a fusion device for a strategic defense project. Not an offensive weapon," He replied, a dark look appeared on his face. "General Ross didn't see it my way. Anyway, we were in the middle of the testing when I saw someone trespass the testing grounds."

"What?" Weiss looked surprised that somebody would be dumb enough to enter a nuclear test site. The others shared the same reactions. "Why would somebody enter the grounds when there was a test?"

"I know. The guy in question was there because of a dare his friends made him do," Bruce replied. Blake had a sneaking suspicion that he knew who the guy was but let him continue.

"What did you do?" the catgirl asked.

"When I saw him, I told my colleague to halt the testing while I went to get him out," He turned around and faced the base like he expected the colleague to be there. "It turned out he was a Soviet spy. Rather than stop it, he let it continue, hoping I would die and halt everything."

Everyone gasped at that.

"So, what happened?" Ruby asked as Bruce took off his glasses and handed them over to Natasha. She stepped back from him.

"I managed to get him to a trench just in time. I wasn't so lucky. The Gamma bomb exploded, and I got caught in the blast."

It was horrifying to imagine yourself caught up in a blast. Or anyone for that manner. The huntsmen-and-huntresses in training felt sympathy for the man. Then they remembered that he was standing before them right now.

"Wait, how are you alive?" Pyrrha asked, a look on confusion on her face. "Stark mentioned gamma radiation to us. He said that anyone will be killed with enough exposure to them."

For a while, he didn't answer. Instead, he turned around, and they could see his eyes glowing green. Then he changed. His body turned green as his body became more muscular and bigger. His shirt tore from the expansion until it fell off him, exposing green muscles. Only his pants remained intact, though a bit tattered at the legs. His groans became a roar that echoed throughout the place. He gazed at the team's faces of shock, specifically Pyrrha. They had witnessed a small harmless scientist turn into the green behemoth of the Avengers.

"Because of me, Scarlet," Hulk replied in a deep voice. "Banner wasn't like the rest of mankind. When the gamma rays hit him, they created me."

"THAT WAS COOL!" Nora shouted. "Do it again!"

"Later pinky. Since that day, everybody viewed me as a monster," Hulk continued. "Everywhere I go, people hated me. Banner once tried to get rid of me for good. But then, he figured I could be a force for good. One day, it happened when I joined the Avengers. They didn't treat me as a monster or a weapon. They viewed me as a friend. Eventually, the rest of the world saw that in me."

"That sounds grand Hulk," Pyrrha smiled. "I'm glad that you've found friends who see you for who you are."

"Not what you are," Blake agreed, smiling. She had a similar experience in Remnant. Living among the faunus is a reminder of that. Hulk gave her a big grin.

"Now who wants some Tacos?"

* * *

Carol was smiling as the quinjet lowered. Out walked Teams RWBY and JNPR, who are brighter than they were before. Ren and Pyrrha were supporting a groaning Nora. Hulk landed on the Helicarrier with a boom. She waved to them.

"Hey, guys!" She greeted.

"Captain Marvel!" Ruby greeted. She and the others were happy to see her. Carol would regularly come by to visit them when she had the chance. Earth's mightiest hero appears to radiate an aura of optimism and confidence.

"So, how'd your trip go?"

"It was great!" Yang grinned. "We got to see the Hulk!"

"I can tell," Carol turned to Nora. "What happened to her?"

"She tried to beat Hulk in a taco eating contest," Ren explained exasperatedly. "It didn't go well for her."

"Well Hulk is a walking nuclear reactor," Carol explained. "HE needs a lot of energy. Compared to him, she's a walking electrical battery."

"Next time," Nora declared, raising her head. "I'll beat him next time, you'll see."

"Love to see you try girly," Hulk grinned.

"Hopefully, not too soon," Carol said. "Because you've got dinner with another guest."

* * *

"So, who do you think we're meeting?" Nora asked, recovered from her ordeal.

"Likely one of the Avengers," Jaune said. "I mean, who else would visit us? I hope it's Captain America."

"Me too," Ruby excitedly said. "I wanted to ask about his shield!"

"You are so childish," Weiss chastised as they walked through the Helicarriers halls. "Captain Rogers is visiting us as often as he can. So, we can't expect him to be the guest Captain Danvers mentioned."

"We're you are hoping for Thor ice queen?" Yang asked teasingly. Weiss immediately became flustered. "From my sources, he's quite hot!"

"N-no!" Weiss shook her head. Everybody laughed at her expense. "Let's just get to the place!"

She walked briskly to the entrance to the top deck. The others followed her outside and stopped alongside a rigid Weiss. For before them, sat a wooden table laden with food. But what caught their attention was the man standing in front of them.

"Hail, my new friends!" Thor greeted with open arms. Or at least, one open arm. The other held Mjolnir.

"Thor?!" Weiss exclaimed. She looked back at the others who were giving expressions of smugness as if she was the one who brought him here. She quickly looked back at the Asgardian. "What are you doing here?"

"We've thought that you weren't given a proper welcome," Thor grinned. "So, I've had the honor of organizing your welcome feast!"

"All of this for us?" Yang asked. "I call dibs on the chicken!"

"All the fish are mine," Blake simply said, holding a knife and fork out of nowhere.

Seven minutes later, they were eating.

"OMG!" Yang stuffed her face with as much chicken her one hand could fit. "This cannot compare to the food S.H.I.E.L.D. has been giving us."

"Where are your manners, Yang?" Weiss criticized as she ate her food with a knife and fork. Compared to the others, she's about the only one who isn't eating like a pig.

"I don't know!" Yang quipped. "Maybe I left them at this place called _I need to pig out after so long_!"

"Eat as much as you want young Xiao Long," Thor chuckled as he recalled memories of many great feasts after a good battle. "There's plenty of food for everyone."

He smiled at the boisterous air the children had around them. Thanks to his green friend, their spirits have been lifted if only a bit. It wasn't much, but its a good start. His gaze turned to Ruby, who was fiddling with her food. Her expression looked far off.

"What troubles you, young one?" Thor asked gently. Ruby jerked up.

"Oh, nothing! Just thinking about our field trip with the Hulk and Agent Romanoff…"

"I heard about young Valkyrie's attempt to best him in a food contest. Did you know I once drank half the ocean?"

"Really?" Blake asked. She had been listening and had a dubious look on her face. "Didn't you get even more thirsty from drinking saltwater?"

"I was tricked into it," Thor admitted with a chuckle. "You could say that my host at the time was surprised as well."

"Funny," Ruby simply said. She thought for a moment as if determining if what she would ask would be the death of her, before speaking to the Thor. "Hey, Thor?"

"Yes?"

"Can I ask you a question?"

"Of course, young one." Thor stopped eating and focused his attention on her.

"It's just a…well…" Ruby fumbled for the right words. "What should you do if somebody thinks you're a threat to the universe?"

Everybody stopped eating immediately. Her friends had looked at her as if she had doomed them all. Ruby shrank and gave them an apologetic look. But Thor brought a hand to his chin to ponder it.

"I mean, in the future!" Ruby quickly added, waving her hands. "What if somebody comes along and tells you that you do this thing that puts the universe in danger. I mean, not that we want to do it of course, but what if it…"

"Ruby," Weiss sighed, palming her forehead. "Just stop talking."

Ruby's shoulders sank even further.

"It's alright young one," Thor said reassuringly. "From what Ruby is saying, I believe I can relate."

"What do you mean?"

Thor set his plate aside. "Tell me, what do you know of me and my people?"

"Cap told us that you are the Norse God of Thunder," Jaune spoke with admiration. "Part of a race of god-like beings known as Asgardians. Earth is also known as Midgard to you."

"Very good Jaune," Thor nodded.

"Seriously?" Nora asked. "You're a literal god?"

"Yes, I am," Thor nodded. His face became grim. "But that doesn't mean that I'm not bound to the hands of death."

"Aren't gods supposed to be like…you know…" Ruby stammered. "Immortal?"

"I am. But that doesn't mean my fate is changed in Ragnarök."

"Ragnarök?"

"The twilight of the gods," Thor explained. "It is a prophecy which has plagued my people since our beginning. In a way, this might answer your question young Rose. Do you mind if I tell it?"

"Sure?" Ruby answered slowly. She was unsure if she should be curious or dread. She sincerely hoped it wasn't the latter. Everyone stopped eating to listen to his story.

"Someday," Thor began. "There shall come a great winter unto Midgard, one of which they had never seen. For three years, biting winds will blow snow from all directions, and the sun's warmth will fail, plunging the world into an endless cold. There will be no summers in between, for this is Fimbulvetr. The first sign of Ragnarok."

"Fimblel…fimbul…" Ruby tried to pronounce.

"Midgard calls it Fimbulwinter. Just to avoid confusion."

"Fimbulwinter huh?" Yang mused. "Sounds like the whole world is going to be like Atlas, huh, ice queen?"

"No, it isn't you brute!" Weiss argued. "And for your information, if Remnant had to go through three years of winter straight, we'll all die! Isn't that right Thor?"

"Weiss is indeed correct," Thor gave a solemn nod. "Without any period of summer, every mortal on Midgard will become desperate. In their hunger and thirst for food, morals and laws will fade away, leaving them to struggle for survival. In this period, it will be an age of swords and axes; brother shall slay brother, the father shall slay son, and son shall slay father."

"I take it back," Yang said ashamed. "This Fimbulwinter sounds a lot worse than Atlas."

"I agree," Weiss shuddered. Atlas may be filled with stuck up rich people like her father, but nothing could be worse than what she had heard. The idea of killing each other sounded barbaric.

"I don't want to kill my father," Ruby whimpered. Thor reached over and gave her a gentle pat on the shoulder. He gave a reassuring smile before resuming his tale.

"Skoll and Hati, the wolf gods, will at last catch the prey they have been chasing for eternity- the sun and moon. The stars too will fade away, leaving the skies nothing but a black void."

"Wait, question," Ruby raised a hand. "How are two wolves going to eat the sun and moon?"

"Ruby, can we wait until the end of the story to ask questions?" Weiss asked. Ruby pouted but let Thor continue.

"The great tree holding the cosmos together, Yggdrasil, will tremble and all trees and mountains will fall to the ground. The two beasts will also be set free. Fenrir will snap the chain keeping him prisoner and run free. Jormungand, the Midgard serpent, will rise from the depths making the seas spill all over the earth. From their convulsions, they shake the Naglfar free from its moorings. The ship, which is made from the fingernails and toenails of the dead, will sail—"

Weiss made a gagging sound. Everyone looked at her with eyebrows raised.

"What?!" She asked with her arms spread. "Don't tell me you aren't grossed out as well? Who makes a ship out of dead men's fingernails?"

"You're the one who said we should wait until the end to ask questions," Blake deadpanned.

"Though I have to agree with you," Jaune spoke with his face green. He reached into his pocket and grabbed his medicine.

"I understand your feelings of disgust," Thor said. "Moving on, its crew will be the giants, the forces of chaos and destruction. Its captain will be Loki, the god of mischief and my brother."

"Your brother?" Weiss asked. "Why would your brother be sailing on that disgusting ship?"

"Because that would be his last attempt at seizing power," Thor replied grimly. "He's had his eye on the throne of Asgard and will do anything to achieve it."

For some reason, Weiss thought of Whitley, her younger brother. He never liked her and Winter for as long as she had lived. She wondered if he wanted the Schnee name for himself.

"Fenrir will run across Midgard, devouring everything in his path. Jormungand will spit his venom all over, poisoning the land, water, and air alike. The sky shall split, and from the crack will Surtur and his army of fire giants emerge. Wielding his sword, he and his forces march across the Bifrost to Asgard, my home. The bridge will break in their wake. Heimdall will blow the Gjallarhorn, to announce that Ragnarök had come. Then we will do battle."

RWBY and JNPR listened intently.

"Odin will fight Fenrir. At his side will be the einherjar, a host of chosen warriors whom he has kept for this moment. They will fight valiantly, more so than anyone, but it won't be enough." Thor paused for a moment, before continuing. "Fenrir will eat my father and his men."

Thor became silent for a moment. Out of respect, RWBY and JNPR didn't say anything but silently bowed their heads. Then, Thor continued.

"Vidar, my half-brother, will kill Fenrir to avenge the father. Another wolf, Garm, and my brother Tyr will slay each other. Heimdall and Loki will do the same, putting an end to his trickery, but costing Asgard one of its best. Frey and Surtur will also be the end of each other. Finally, it will be just me and my old foe – Jormungand."

A sense of dread fell upon them. That was confirmed when Thor said, "I shall slay the serpent, but he covered me in his venom, sealing my fate. After taking nine steps, I will succumb to death. Then the remains of the world will sink into the sea, and there will be nothing left but the void. The creation will be as if it never happened."

Thor concluded the story to the sorrowful faces of the children. They had heard from Kang about the destruction of their home, not to mention their role in it. But Ragnarök didn't just end Earth, it ended the universe in the span of a single moment. Not even the Grimm would have time to spread before it happened.

Ruby placed a comforting hand on Thor's muscular arm. "I'm sorry Thor."

"That must be pretty rough," Jaune spoke with genuine sympathy. "Knowing your that you'll die, I mean."

"That's alright young ones," Thor replied, smiling to their surprise. "But it will be alright."

"Alright?" Weiss asked as if he's lost his mind. "You're going to die in the future! Not to mention the entire universe will be destroyed! How can you be fine?"

"Believe it or not, it isn't the first time Ragnarök occurred," Thor said, getting more looks of shock all around. "The story you heard was a previous Ragnarök. It's a cycle of death and rebirth that continues to this very day. We die and be reborn."

"If Ragnarök is going to happen again, then what's the point?" Thor turned to Blake. "I mean, why keep on fighting?"

"Because I seek to prevent it from happening," Thor spoke with determination they had never heard. "True, Ragnarök will happen again. Some of the events will say the same, but not too similar. But this time, I will break the cycle."

"How so?" Nora asked. "I mean don't get me wrong, but you're the god of thunder, not the god of preventing-the-universe-from-being-destroyed."

"That's, how they say, a mouthful," Thor laughed. "But my father Odin sacrificed one of his eyes to gain wisdom. It's thanks to him that we haven't suffered Ragnarok yet. Though he can only delay it for so long. Which is why we look for a way to prevent it for real."

"So, what are you going to do?" Yang asked. "Sacrifice one of your eyes?"

"If it comes to that, I will give two. I will gladly give my life for Midgard and Asgard, no matter the cost." Thor turned to Ruby. "I hope this answers your question, Ruby. The Norns may have weaved your fate to their design, but that doesn't mean that some of the details can't be altered. Keep fighting young Rose, and to all of you. For all you hold dear."

"I will," Ruby earnestly nodded. The others nodded as well. The fact that even a god is willing to fight against his impending doom inspired them greatly. Maybe they have a chance at proving Kang wrong about them. Maybe they can change the future?

"Just a question. Who are the Norns?"

* * *

_Washington D.C._

"Welcome to the Smithsonian Air and Space Museum," Steve Rogers greeted teams RWBY and JNPR in civilian attire.

The children stood in awe at the exhibits that lay before them. Hours ago, Agent Romanov woke them up and told them to get dressed. The clothes weren't what they wore before, but it's much better than the S.H.I.E.L.D clothes they were given. Then they took a jet to Washington D.C. Weiss was ecstatic that they can go to an actual city, while Jaune is just glad to be on the ground. Just as he predicted, they rushed to examine the exhibits.

"Cap- I mean…Mr. Rogers?" Ruby asked. Steve shook his head in amusement. He had asked them not to refer to him by his superhero alias to avoid public attention. "Where are the weapons?"

"Sorry Ruby, no weapons here," Ruby slumped down in disappointment. "This is for Air and Space. There's plenty of weapons back in New York. I brought you here for another reason."

"What reason?" Blake asked as she took her eyes off a space shuttle exhibit. She wore a black cap to hide her faunus ears. Earlier, Nora had been trying to board it despite the attendant's claims that it wasn't for riding. She was held back by Nora.

"I'll show you, come." Steve turned and walked into a direction, RWBY and JNPR following. As they walked, they passed by other exhibits. Each of them is amazed that this planet managed to take to space. They passed by an exhibit dedicated to Neil Armstrong.

"Tell me, what do you know about World War II?" Steve asked.

"World War ii is the second world war," Weiss answered. During their time on the Helicarrier, they passed the time by reading the history of the world. "World War One started with the assassination of Archduke Franz Ferdinand. His death triggered a series of events that lead to the war."

"After it ended, the great depression occurred," Blake said. Then she scowled in disgust. "It was the Nazis invaded Poland which started World War ii."

Blake read about the Nazi's. They made the White Fang look like amateurs compared to the atrocities they've committed. The holocaust was the one that made her stomach twist. She thought about Adam Taurus, her former partner. Drawing lines, she knew that he and Adolf Hitler share similarities. That made her partially glad that Remnant got invaded.

"Be glad you didn't suffer another great war," Steve told them. They nodded in agreement. "We've lost a lot of lives to bring those wars to an end. Let's hope we don't have a World War iii."

He stopped walking.

"We're here."

RWBY and JNPR gazed out at the exhibit. Instead of the usual aviation and spacecraft, the exhibit was out of the theme. Before they were display cases with objects and pictures that came from an era like their world's great war. On the speakers, music was playing.

_Who's strong and brave here to save the American way…_

"What's a world war ii exhibit doing here?" Weiss asked.

Steve just simply smiled and stood in front of a wall. Behind him is a painted mural. It showed in uniform holding out his shield. Next to him are the words ', Captain America. The Living Legend and The Symbol of Courage'.

"You have your exhibit?" Jaune asked in surprise. "But don't you have to be…?

"I'll get to that later," He chuckled. "For now, feel free to look around."

They split up and looked around. Ruby gawked at some of the prototype shields that were presented to the Captain before selecting the vibranium one. She skipped over to see the mannequins of the Captain and other people. The others checked the display cases containing relics of a bygone age.

Blake stood in front of another display. Steve walked over and saw she was looking at the memorial for his friend, James Buchannan Barnes. Rather, Steve always called him Bucky.

"You lost a partner?" Blake asked as she read the inscription.

"Yep, it was on a mission to secure a Nazi scientist," Steve answered, his tone becoming almost sorrowful as he remembered that day. "We were fighting our way through until I was pinned down. Bucky was protecting me as enemy forces closed in. Eventually, he got knocked out of the train and held on by a damaged rail. I tried to get him, but the rail snapped, and he fell."

Blake didn't say anything else, likely out of respect for his fallen comrade. He wondered if he should tell her but decided to leave it. He'll surprise her.

"Hold on," Blake suddenly spoke. She read the date intently. "This is a different year before your time, so how could you—"

"Hey, Rogers!" Yang called out to the captain. She and Jaune stood in front of his old motorcycle. "Did you seriously ride into a Nazi base with this?"

"Yep," Steve answered and made his way to them. "It got donated to a museum while I was sleeping."

"Sleeping?" Jaune asked. "I'm no expert but you have to be old."

Steve chuckled. "I think it's time I told you. Everyone, gather around."

Everyone left the display cases and converged upon the captain. He gave the voice like a storyteller.

"As Blake had pointed out, none of this would've existed," Steve said. "Unless of course, I've fought in World War ii."

"You fought in World War ii?" Weiss asked in disbelief. She looked at him closely. "But you don't look…well…"

"Old?" Steve asked with a smile. "Yeah, I get that a lot. Especially since I was born in 1922."

"1922?!" Everyone exclaimed. That's way too old they wanted to say before a nearby attendant scowled at them. They quickly apologized.

"Please continue," Ruby whispered. She was fascinated by this.

"Like I said I was born in 1922, July fourth to be precise," Steve said. "It was after seeing footage of the Nazi's ransacking Europe and committing various atrocities that I wanted to enlist. But I was rejected as 4-F because of my frailty and sickness."

"You were sick, and you wanted to join?" Jaune asked in disbelief.

"I wanted to fight for my country, no matter what," Steve admitted. "As I'm sure you wanted to become a hero like your family Jaune."

Jaune bashfully scratched the back of his head. He had gotten into Beacon with forged transcripts. They went easy on him when he told them, with Pyrrha helping.

"Anyway, my pleas fell unheeded until one man came to me. His name is Doctor Abraham Erskine. It was thanks to him the I was given a chance. In exchange, I volunteered for an experiment that would've changed the outcome of the war. Project Rebirth."

He walked towards another display. This time, it showed him as a skinny boy. Rather than the tall, muscular man that everyone saw today.

"He created the super-soldier formula. The allies wanted to utilize it to create super soldiers. With them, the war would've been easily won. I was his success, but then…"

His face turned grim.

"What happened?" Pyrrha asked, already dreading the answer.

"…there was a spy among us. He killed Dr. Erskine and made off with a sample of the formula. I chased him to the port. By the time I caught him, he killed himself with a cyanide capsule. It was during that that I learned that he was working for HYDRA."

"HYDRA?"

"HYDRA is the scientific branch of the Nazis, under the command of Johann Schmidt," Steve explained. "Otherwise known as the Red Skull. They believe that humanity cannot be trusted with its freedom because it's what causes conflict and strife. Seeking peace, they seek to bring the world under their thumb."

"By killing innocent people?" Weiss asked incredulously. She shrank when the attendant shushed at her. Ruby and Yang snickered at her predicament. Lowering her voice, she continued. "I mean, what makes them think they had the right to do those atrocities? How does the Invasion, the Holocaust, or the whole war for that matter justify peace?"

"Because they care about results," Steve answered darkly. "No matter how many lives they throw in the grinder. Which is why they had to be stopped."

"So, what did you do?" Nora asked cheerfully, trying to lighten the mood. "Pick up the shield and started smashing Nazi's?"

To their surprise, Steve shook his head and walked to a display shaped like a theater. On the screen, it showed the captain but in a less militaristic costume. It looked like it had been patched together with cloth. Behind him, girls wearing spangling outfits danced to the music.

_Who'll hang the noose on the goose-stepping goons from Berlin?_

"I started as a mascot," He replied blandly to their faces.

"You're telling me that the Allies went through all the trouble of making you a super soldier..." Weiss dryly asked as she watched the footage. "Only to use you as a poster boy? Why didn't they send you to the front lines?"

Pyrrha shuddered as she remembered her sponsors. She was also the poster girl for unhealthy cereal.

"Because I'm the only super-soldier," He replied. "The colonel wanted an army, so I was once again rejected. Senator Brandt approached me and gave me a chance to serve my country. He used me to promote war bonds and encourage American participation. It was there that I got inspiration for my uniform and my moniker. Over time, I became tired of being a dancing monkey."

"When did you stop being a mascot?" Ren asked as he covered a giggling Nora's mouth. They were on their final strike, so he wasn't taking any chances.

"When I heard that my friend was captured," Steve said. Already they were enraptured in his tale. Now they poured all their attention to the living legend. "The Colonel refused to send a rescue mission, so I went alone. Peggy Carter and Howard Stark helped me get to the P.O.W. camp, where I proceeded on foot. Eventually, I freed all the prisoners, secured vital intel, and got everybody outside enemy lines."

"Wow, you did all of that alone?" Ruby asked in awe. Steve nodded.

"It was there that the Colonel finally let me fight on the front lines," He continued. "Later, I got my shield. Thanks to the intel, we were able to take out multiple HYDRA facilities. With their weapons development halted, the tide turned for us. My last fight in the war was the assault on the last HYDRA headquarters. It was there I faced the Red Skull."

"You've mentioned him twice now," Weiss stated. "Who was he?"

"He's the leader of HYDRA, as I mentioned. He was an early recipient of the super-soldier serum. It was still in development, so it didn't work as intended. What it did succeed was turning him into a megalomaniac with a bad face job. Fury can show you when we get back."

"So, what happened next?" Jaune asked, wondering if he should ask what kind of face job he received.

"The Red Skull boarded a plane and flew away. It was when I managed to board the plane that I learned his plane. Using self-piloted nuclear aircraft, he planned to bomb every populated city which will result in the death of millions. I took out the pilots and confronted the Skull. However, in a mad attempt to destroy me, he took an escape pod and left me for dead."

Everyone gave a low gasp at this, but Blake remained calm and intrigued.

"It's obvious that you survived," Blake said. "But what did you do with the plane?"

"The landing gear was damaged, and the plane was coming too fast, so my best bet was to crash it in the arctic. It was there I remained frozen for almost seventy years. By then, the war has been won."

"You were frozen?" Weiss asked skeptically. "How did that work out?"

"I honestly have no idea," Steve said. "All I know was that I had entered a different time and I struggled to adapt. Eventually, I did with the help of my friends. Now we're trying to help eight kids with a Kang crisis involving our planet."

Everyone froze up at that.

"You knew?" Blake asked suspiciously. Her cap was fidgeting.

"I've never lynched anyone in my life, nor would I ever," Steve said, holding up his arms. "I know what it's like. I've been told that my existence at this time destroys my planet."

"What?" Ruby asked in surprise.

"You couldn't be," Jaune stammered.

"It's a long story, but I offered myself to be erased if that were the case," He smiled. "But my friends wouldn't let that happen. Stark even flat out said that if the future had a jerk like Kang, he wouldn't rather wait a bit longer."

"The futurist slowing down?" Yang bemused. "Sound different than what I heard."

"He's a little big in his ego," Steve said. "But Stark cares for everyone around him, it's why he drove Stark Industries into a new direction. He's one of the first to know something is up with you guys. After hearing what happened to you and Kang, he got to work on making technology to counter Kang. Thor knows someone who can help find your home. We promise you, we will save your planet. Even if we fail, we will avenge it."

Everyone looked at him with awe. For days, they grew fearful of what the Avengers would think if they heard that they're responsible for their world's destruction. Now, before them, stood a man that didn't think they were a threat. That made them feel better.

_Who'll finish what they began? Who'll kick the krauts to Japan? The Star-Spangled man with the plan!_

"Wait," Blake spoke. "That still doesn't explain how you knew."

"Nick had been spying on you."

The children slowly turned to him.

"WHAT?!"

* * *

_S.H.I.E.L.D. Helicarrier_

Fury gazed through the window with his arms crossed behind his back. The door opened behind him. He turned his head to see the stern faces of team RWBY and JNPR.

"Enjoy your little trip?" He asked calmly.

"You were spying on us," Yang accused.

"I did."

"Do you have any idea how much we felt violated?" Weiss nearly shrieked. "Please tell me you don't watch us while we are indecent!"

"This ain't my first rodeo kid," Fury replied, much to her shock. "You kids were hiding something, and that information could've been vital. So, imagine my surprise when I learned that you kids think you're responsible for the destruction of our world...in the future to be precise."

Everyone suddenly tensed up. It was out now. The secret that they had been keeping ever since they've arrived on Earth. They waited for him to call for the agents to descend upon them. To take them away to a cell to await trial and death.

Instead, he walked over to a conference room and nodded his head. Taking that as a gesture to follow, they walked inside another conference room. Unlike the interrogation room, there is a long table with enough seats to seat them. Fury tapped his hand against the table.

"Sit."

Still nervous, they sat down at different seats. Fury took his place at the head of the table. Nobody speaks for a moment, as tension hung in the air. Then, Fury broke it.

"Do you know how the Avengers came to be?"

Everyone looked surprised at this. Out of all the things they were expecting it wasn't this.

"Umm…no?" Ruby asked.

"I thought not," Fury breathed deeply. "It was long ago that somebody developed an idea. The idea was called the Avengers initiative. It was about bringing together a group of remarkable people, see if they could become something more. See if they could work together when the world needed them to fight the battles we never could. The battles that S.H.I.E.L.D can't defend against. For a while, this idea never came to pass."

Fury stood up and took out a remote. Pressing a button, several screens descended along the sides of the conference room. It lit to life, and behind him, a news feed played. It showed civilians running as aliens invaded New York. Big creatures soared out of a portal in the sky while soldiers rode on hover vehicles and firing indiscriminately.

"Then came a day unlike any other," Fury gestured to the screen. "When Earth's mightiest heroes found themselves united against a common threat. On that day, they became the Avengers. The invincible armored Iron Man…"

He gestured to a screen. It showed terrorists aiming their guns at a cave. Emerging from it came Tony Stark, but in a makeshift version of his armor. The terrorists fired upon him, the bullets pinging off the armor. When they ran out of bullets, Tony stark opened fire on them…literally. Gouts of flames engulfed the terrorists and nearby munitions. Then the screen shifted to show Tony in his red and gold armor. He fought several terrorists holding civilians hostage. Then he shot a projectile at a tank and walked away. Behind him, the tank exploded a few seconds later.

"Thor. Prince of thunder…"

On another screen, Thor is facing off against an armored giant. Thor spun his hammer by the thong and flew into the air. Gaining more height, Thor spun his hammer so fast that the wind kicked up. Soon it became a tornado. The Tornado kept in sync as Thor kept spinning Mjolnir, the wind becoming more intense. Soon, the giant is lifted from the ground and drawn helplessly towards him. Thor then grabbed Mjolnir by the handle and flew down at it, lightning flashing from it. It slammed into the giant. A flash of lightning followed by the sound of thunder. Smoke filled the screen for a while until Thor walked out victoriously.

"The Hulk. Strongest hero there is…"

Another screen showed a newsfeed of Hulk fighting against a fish-like hulk. The newsfeed was calling it 'Abomination'. Abomination was swinging a heavy chain with weights. Hulk brought both his fists smashing on the ground, creating a crack that spread towards his foe. His foot got caught, and he lost hold of the chains. Hulk took the opportunity to rush forward, grab the chains, and wrap it around Abomination's throat. Thrashing, Abominations tried to get out of the Hulks grip. Every blow just made him angrier and stronger. Eventually, Hulk wrapped a second layer of the chain and tightened it. His airway cutoff, Abomination's movements slowed until he eventually lost consciousness. Hulk placed a foot atop his chest and roared to the heavens before rushing off.

"…and Captain America. The First Avenger."

The last screen showed Captain America fighting the Nazi regime and Hydra agents. Like the museum, this film is from the world war ii era. The captain had just leaped onto a huge tank, broke the hatch lock with his shield, and threw a HYDRA soldier out of it. He caught a belt of grenades flying towards him and proceeded to throw it inside, closing the hatch. As he leaped off the tank, it exploded. The screen switched to him fighting in the modern-day, up against people wearing snake costumes.

"With two of my agents, they founded the Avengers and have taken on threats greater than your people can imagine," Fury finished, pausing the screens. "They've saved the world countless times. Alien warlords, killer robots, mad scientists, and I could go on. Kang is just the tip of the iceberg."

He turned his attention to them. Each of the children is gazing at the Avengers with already knew what the Avengers are capable of but seeing them in action is something else.

"I don't know what to say, director," Blake said, watching Captain America fight against a robot. "But why are you telling us this?"

"Because you can't take back your planet alone," Fury said, drawing their attention. "Iron Man, once upon a time, though he could tackle the problems of the world alone. The invasion proved him wrong. Which brings me to my offer. How would you like to train with us under the S.H.I.E.L.D. academy program?"

This took them by surprise. "What?"

"From what I can understand, you are still at school before the invasion. Not only can we help continue your education, but we can also give you identity and legal documentation to live on earth. The Avengers will also oversee your training with S.H.I.E.L.D. staff. That way, you can send Kang's sorry ass back to the future."

Nobody said a word out of surprise. Then Ruby raised her hand.

"Yes, Ms. Rose?"

"Aren't you mad?" Ruby asked. Fury's face didn't betray anything. "Kang said that we're responsible for the destruction of your planet. So how can you trust us?"

Fury sighed. "Do you know how I stayed alive in this job?"

Ruby shook her head. Fury lifted a hand to his eyepatch and removed it. Teams RWBY and JNPR reeled back in horror as they saw his left eye. It's scarred and dull, symptoms of a loss of sight from a grenade.

"I kept both my eyes open," He answered, replacing his eyepatch. "I take everything into account, regardless of the source. Why do you think I interviewed each of you one at a time? And let me tell you, the fact that you are responsible for the destruction of our world is one of the biggest bullshits I've ever heard."

For the first time, they felt a weight lifted off their shoulders. For a whole week, they became fearful that they would be prosecuted by the spy. Now he was here, telling them that it wasn't the case."

"The previous one was that Kang declared Captain America responsible for his timeline's destruction. Guess what? Not only did he get his ass handed to him, but we also took down the Skrulls and the Kree that he mentioned. The Avengers have not only proven that we aren't defenseless, but that nothing is set in stone."

Fury let that sink in.

"But if that doesn't interest you, we can always help you get settled on earth. We'll take care of Kang for you. So, what do you say?"

They didn't speak for a moment. Then, Ruby stood up and walked to the director. Her face once held depression, now it showed nothing but determination.

"With all due respect director," Ruby spoke, for the first time he heard her, in an unflinching voice. "Remnant is our planet. Our home that Kang had taken. We'd be letting them down if we don't take it back. So, no offense, but I don't want to sit on my butt and twiddle my thumbs waiting for him to come."

She held out a hand.

"So, when do I start?"

"Hey!" Yang shouted. She got up and walked over to her sister and placed her one hand on her shoulder. "You're not going off fighting bad guys without me."

"Without us," Jaune corrected, the others nodding along as they stood. "As I said, we're all in this together. If there is a chance to save our home, we'll take it."

Ruby gave a smile. "Thanks, guys. So, what do you say director?"

Fury took her hand and they shook.

"Welcome to the program, all of you. Hope you survive the experience."

* * *

_Asgard_

Thor exited the Bifrost and walked towards the man standing guard. He wore golden armor and a horned helmet. His hands rested on Hofund, the sword that is a key to the Bifrost.

"Heimdall!" Thor greeted his fellow Asgardian. "I take it you know why I am here."

"I have been watching you Odinson," Heimdall replied in a deep voice, his golden eyes gazing at the cosmos. "I've already known what you seek to ask me of the children that arrived at Midgard. I heard their story and have searched for their home."

"So, have you found Remnant?" Thor asked. To his surprise, Heimdall didn't reply right away. Rather, he turned towards the prince and spoke four words that Thor never heard him say.

"I can't find it."

[~][~]

Thank you all for reading another chapter. As I said, I'm posting two chapters per month. So this doesn't count as the second time this month. Hope you enjoyed the episode. Oh yeah, and happy Halloween while you're at it. My only regret is that I didn't start this a long time ago. I would've loved to make a Halloween episode.

Q&A time:

DarkHero12: As Kang surmised, he cannot change anything without risking the butterfly effect. If he killed Salem, then this fic wouldn't exist.

Juxshoa: They will in due time.

Guest: Yes I have plans for Thanos. Which I will not discuss at the moment.

Anyway, hope you've enjoyed the chapter. See you next time!


	5. SHIELD Bootcamp

**Remnant's Mightiest Heroes!**

**Chapter 5: S.H.I.E.L.D Bootcamp**

[~][~]

_"Now, for the moment you've all been waiting for!" Port announced over the broadcasting system. "The one-on-one finals!"_

_The already screaming crowd increased the volume at those words. On the screens, the camera pans down the line of fighters on stage. Yang Xiao Long among them, smirking confidentially. At the end of the line is Pyrrha, who looked troubled._

_As Oobleck explained the rules, Ruby leaned from her seat to look at Jaune. Fortunately, the crowd had toned down for her to get her message across._

_"Jaune?"_

_"Yeah?"_

_"Is Pyrrha alright?"_

_"Huh?" It took him a few seconds to register the question. "What do you mean if she is alright?"_

_"Because she doesn't look alright," Ruby pointed out. "She looks like you at the beginning of last semester."_

_"The difference is that you were being picked on," Blake bluntly stated. "Pyrrha could handle it with no problem. But...it must be something else. Whatever it is, it will be a problem if she fights in her match."_

_"Not our Pyrrha!" Nora chimed in, suddenly appearing in front of them. "Don't stop believing in her! She'll pull through! You'll see!"_

_"But when?" Scarlet David, a member of Team SSSN, asked. "Snapping out of a funk is one thing, but when they do is another."_

_"Right, Neptune?" Sage Ayana asked in a not-so-subtle tone of voice at his blue-haired teammate._

_"Guys, for the millionth time, I'm sorry!" Neptune Vasillias threw his hands up. "It's just that me and water-"_

_"We get it, Neptune," Blake said in a flat tone._

_"I'll talk to Pyrrha later," Jaune said. "For now, I think the first match is about to be decided."_

_"Yang Xiao Long and Mercury Black!"_

_"Break a leg, sis!" Ruby cheered, cupping her hands to make sure her sister can hear her._

_"Would all other combatants please leave the stage!"_

_Everybody on the stage complied, leaving the stage for Yang and Mercury. Yang began walking towards Mercury as the floor around them opened. A rig of spotlight rose up and automatically fixed their lights upon them. "You better not go easy on me," Yang smirked at her opponent, who gave her a haughty laugh._

_Both brawlers face the crowd one last time. Then they slowly advanced on each other, raising their arms defensively as the final countdown for their fight commenced._

_"Three! Two! One! Begin!"_

_Before one of them could throw the first punch, something happened. A purple portal opened itself in between them, making them take a step back in surprise. The crowd suddenly became quiet at this unexpected development._

_"This wouldn't happen to be one of Atlas' advances in technology?" Blake asked the Schnee Heiress._

"I'm pretty sure they haven't developed it yet," Weiss mirrored her confusion.

_"Guys?" Ruby said slowly. "What is going-"_

_She couldn't finish her question as something emerged from the portal. It is a purple humanoid, but it looked more machine than man. It's glowing green lenses glared ahead as it marched forward with a rifle. If Ruby wasn't feeling so much dread, she would've been fangirling over this. As it moved forward, more robots emerged from the line, walking in a perfect line and synchronization. As soon as two columns of robots stand parallel, each row faced one of the combatants and aimed their weapons at them. None of them made a move._

_While this was going on, more portals have opened up around the stadium. Like on the stage, more robots emerged from the portals and aimed their weapons at them. Some of them had green energy spears or swords. If things weren't silent before, it has become so much that you can hear a needle drop._

_"Uh...Ahem," Dr. Oobleck spoke on the intercom, a note of wariness in his voice. "Ladies and Gentlemen, we might have an unscheduled demonstration. Remain calm in an orderly fashion, please. Would General Ironwood please come up and tell us-"_

_He was cut off as the intercom went dead. Then light shone down from the sky and through the top of the arena. The light took the form of a man with a height similar to the robots. He wore a green tunic with purple armor plates. His face is blue with white eyes glaring at them. Jaune felt himself shrink from his gaze. He had a gut feeling that the man is looking at him and his friends._

_"Is he...human?" Blake asked._

_"I don't know," Ren said. "But I feel like he's looking at us..."_

_"Greetings Remnant," The man spoke, everybody flinched at his tone. "I am Kang, the Conqueror."_

_Everybody tensed as he raised a hand._

_"...And I have come to your planet to deliver a message."_

_When he brought it down, all hell broke loose as the robots opened fired on them._

* * *

"NO!" Ruby shouted, bolting upright and raising an arm to block the strike. After a few heavy breaths, her mind registered that it was just a dream. Correction- a _nightmare_. A memory flickered in her mind. She is in one of the sleeping quarters of the S.H.I.E.L.D Helicarrier. One she shared with the rest of team RWBY. From the sound of movement, her uproar had awoken her teammates.

"Ruby?" Yang peered down from the top bunk of her bed. Her sister had a look of concern. "Are you alright?"

"Just a nightmare," Ruby said. She could hear Blake and Weiss sitting up.

"What's going on?" Blake asked as she turned on the lamp.

"Ruby had another nightmare," Yang told her.

"Again?" Weiss scowled, but Ruby knew that she didn't hold it against her. They all had nightmares after they arrived on Earth. "We need to see a therapist. I don't know if I can handle the stress. Ruby, is it Kang again?"

"Yeah," Ruby shuddered, hugging her shoulders. "He killed everybody on earth as well. All to get to us. He told me that he will not stop until he finds us and…"

She couldn't finish.

"It's alright, Ruby," Yang jumped down from her bed, shaking the room a little bit. She reached out and grasped the silver-eyed girls' shoulder with her prosthetic hand. After they accepted Fury's offer to train them, they got her a prosthetic hand. At her request, they painted it yellow. "Nobody is going to die. We're going to get that guy and take back our planet, I promise. We all promise."

Ruby smiled at her sister's comforting words. Yang smiled back.

"Besides, we've got Earth's mightiest heroes to fight alongside us. I bet Kang is going to regret messing with us he sees them."

"Yeah," Ruby smiled at the thought of them charging into battle with the Avengers. They had fought Kang before, and they won. If they can do it, that meant that team RWBY and JNPR can do it as well. Not to mention Earth culture. The thought reminded her that today is going to be the start of S.H.I.E.L.D training.

"What time does boot camp begin?"

"At 9:00," Weiss replied a little too snippy. "So, unless we want to repeat the first day of Beacon, I suggest we go back to sleep."

"Relax Weiss," Yang teased, looking at the alarm clock assigned to them. It showed 6:09. "We've got plenty of time. After a few minutes of rest, we'll go down to the mess hall and—"

"Um, Yang?" All eyes turned to the cat faunus. Something in her voice made them worried. Blake's eyes are wide and staring at the clock. "I think you knocked over the clock…"

Yang turned to the clock, now noticing that the colon is in the wrong place. With a sinking feeling, the blonde reached for the clock and turned it over.

9:06

"OH MY GOSH! IT'S HAPPENED AGAIN!"

* * *

Pyrrha grunted as she fell to the ground. Standing over her is Captain America in his full attire. His trusted shield is held at his side. He knelt and held out a hand.

"You did great Miss Nikos," The Captain said. "I can certainly see why they call you the Invincible Girl."

"And I can see why they call you the Star-Spangled Man with a plan," Pyrrha replied, smiling, taking the captain's offer of helping her up. The rest of her team are getting up as well. "You are a living legend."

"Compliments are much appreciated," Captain Rogers smiled, then he leaned in to whisper into her ear. "Though Iron Man might give you a run for your money with your title."

"That's our Pyrrha!" Nora suddenly appeared at her side, clapping a hand on her shoulder. "Out of all of us, she's the best!"

"As I can see," The Captain said. "That's it for this exercise. Put back the weapons you've borrowed and head to your next instructor. I got a feeling you'll like this one."

At that moment, the doors to the training arena opened. Team RWBY walked in, drenched with sweat. Weiss looked worse for wear than any of them. Behind them, stood Nick Fury.

"I hope next time you'll think to manage your sleep schedule," He chastised. Then he turned to the captain. "You all finished up here?"

"Yes," Captain America nodded and turned to team JNPR. "Remember, every battle you learn from is a win. Improve upon what you are weak in and you'll have a better chance in a fight."

"Will do Cap," Jaune saluted, as did the rest of team JNPR. The Captain shook his head in amusement and gestured them to Fury. As they filed out after the director of S.H.I.E.L.D, Pyrrha whispered to team RWBY.

"Good luck."

All eyes of RWBY followed after Pyrrha as she and her team followed Fury, the door closing behind them. They'd thought they never hear those words from her. The idea of losing seemed absurd, ludicrous even. But they remembered that this is Captain America. He had faced many threats that threatened his planet, and an alien student isn't one of them.

"Pyrrha still has a lot to improve," Captain America explained as he made his way over. He raised an eyebrow at their exhausted states. "What happened this morning?"

"We lost track of time," Weiss explained in a panting voice. "Nobody told me that the punishment was running laps around the top of the Helicarrier. I don't think that I'm cut out for this physical labor."

"Obviously," Blake snorted. Weiss shot her a death glare while Yang and Ruby chortled.

"We'll be sure to work on that," Captain America said. "Being physically fit is an important part of combat. But take some rest. We'll start as soon as you're ready."

"Thank you," Weiss said in relief as she sat down. "Fury is stricter than… my sister! He wouldn't even let us eat breakfast."

"In my experience, they do this to test your mettle," The Captain reached behind him and took out some energy bars. He passed one to each of them. "Take one. It's not much, but it will do until you get a proper meal at lunch. An army marches on its stomach."

They eagerly took the bars and began wolfing them down.

"So, Cap," Ruby asked after several moments of rest. "What are we doing here today?"

"We're here to evaluate your combat ability," He replied. They looked at him with a look of question. "Don't get me wrong. I'm sure you are good combatants in your own right. But from your interviews, you've fought Grimm and common thugs. Not foes like Kang, Red Skull, M.O.D.O.K, and the rest we've fought. They won't think twice about ending or exploiting you."

Team RWBY nodded in determination. If the fact that they lost their planet to a time-traveling conqueror didn't motivate them and is now hunting them, this did. Earth was no different than Remnant, it also has its share of people who seek to harm. Supervillains like the people who would dissect them without a moment's notice if the Avengers haven't shown up. They didn't want to feel helpless again. Not now, not ever.

"OK," Ruby nodded in understanding. Munching down the last of her bar, she leaped to her feet. "Quick question. Do you have any weapons?"

"Of course," He gestured to the nearby weapons rack that had been set up. Immediately, team RWBY walked over to pick out their weapons. "Take time to pick one. I recommend picking one most suited to your combat style."

"What if we want to go barehanded?" Yang asked. "For now, I mean."

"Then by all means."

"I wish I still had my baby," Ruby bemoaned, tears spilling from her eyes in mourning of the loss of her weapon. She had selected a scythe. Reading a plaque, it was created from the prosthetic limb of an 'Eric Williams'.

"Relax Ruby," Weiss said. To replace Myrtenaster, she opted to go with a rapier. Elegant in design, but deadly none the less. "We'll probably get to make new ones later on. Am I correct, Captain Rogers?"

"You'll have to take that up with Tony," He replied as Blake selected a Kusarigama. "I would rather let him tell you the news. Now, if you will all make your way here…"

They followed him towards the center of the arena. The captain stood on one side while all four members of team RWBY took the other. Then to their surprise, he took his shield off his arm and placed it on the ground. Straightening, he smiled and beckoned with his finger.

"Alright, come at me!"

Team RWBY looked at each other then back at the captain. He wondered what was wrong, then he remembered. Unlike the Remnatians, he didn't have an aura. Without his shield, they're afraid they would end up causing serious injury if something went wrong.

"If you're worried about hurting me don't," Captain America assured them. "This isn't the first time I've done this."

"But you don't have an aura," Ruby insisted. "What if we accidentally hurt you seriously. Or accidentally kill you—"

"No offense Captain Rogers," Weiss cut in. "But are you sure we couldn't train with some robots or something?"

"I know what I am doing," The captain assured them. "If you won't take my word for it, let see if my actions can convince you."

They were still hesitant. The captain sighed as this wasn't going to get them anywhere. Time to go for the gusto.

"How about this? First one, any of you, who takes me out gets to keep the shield," Captain America said, gesturing to the star-spangled shield. This earned an excited gasp from Ruby. "Provided that you don't throw it out the window. Last time somebody did that, we had a diplomatic relations nightmare."

"REALLY!" Ruby squealed, stars in her eyes. Then it vanished when she realized what she is saying. "Wait! What? Why would you give away your shield? It's been your companion ever since World War ii! How could you give it away so easily?"

"Yeah," Blake raised a hand. Her eyebrows are narrowed. She had a feeling about why he is doing this. "Why is that?"

"Think about it," The Captain explained. "You can easily take the shield to integrate it with your weapons when you rebuild them. I'm sure that the vibranium and adamantium properties will help you on the road. Am I right?"

Yang was too slow to disguise the look of eagerness at the thought. It quickly evaporated the moment she saw the look her sister was giving her. The hooded girl was glaring at her.

"How you take me down is up to you. Just as long as you landed a blow on—"

He didn't get to finish as Ruby suddenly charged at him with a burst of rose petals. The captain looked surprised at the interruption but smiled. According to her interview, she admitted to a particular liking of weapons that she encounters. He figured that the offer of his shield will be enough to entice the silver-eyed huntress-in-training.

_There is no way I'm not letting anyone else have his shield! _Ruby though as she, brought her scythe for a sideways slash, being careful to use only the blunt end of the blade. Despite her speed, the captain evaded the blow with ease. After several moments of ducking and weaving, she made her first mistake when she brought it for a downward slash. The captain stepped back and placed both hands on the head of the weapon. Combining his strength with the momentum, he drove the blade into the metal floor. Ruby tried to get it out, but the blade stuck. Her eyes narrowed in frustration as she pulled, only looking up to see the approaching captain. Forgetting about the scythe for a moment, she threw some punches into his abdomen. They did nothing against him, rather than feel small pillows being thrown. Captain America then thrust his palm into her, sending her flying into a wall. As she fell to the ground groaning, the captain turned to the scythe and grabbed the shaft. With a grunt, he pried it from the floor and carefully placed it on the floor. He turned to see the flabbergasted looks of her team.

"Alright," Captain America rolled his shoulders. "Who's next?"

Yang grinned eagerly and charged at him with a war cry. Behind her, Blake and Weiss joined the fray. Yang engaged the captain with a barrage of punches, which the captain parried or blocked. He returned her punches with a straight to her face. This knocked her off balance, staggering her. He took the opportunity to throw an uppercut, briefly sending her into the air. She landed on the floor with a thud.

It was a fight similar to that of a boxing match.

Then, two blurs sped towards him. Black and white. Blake and Weiss. Weiss skated on a series of glyphs while Blake with her cat-like agility. They figured they can't beat him in a one on one fight, they thought that two should do the job. So, they decided to go with Checkmate. It's a team attack based on their chess color scheme. Together, they would overwhelm and outmaneuver the opponent simultaneously.

Or so they thought.

The Captain stepped to the side, just in time to avoid a slash from Blake and a thrust from Weiss. He attempted a right hook at the faunus, but he only hit a shadow clone. Just as he had predicted, as the hook was a feint. Blake had unknowingly pushed herself onto one of Weiss's glyphs. She slipped and Weiss collided into her. She didn't have time to make a clone as she and Weiss slid all the way to crash into the wall.

The Captain dusted off his hands. Thanks to their aura, he didn't have to worry about holding back. Though if he didn't wear gloves, he could've seen the knuckles reddening from when his fist met with Yangs. It truly is like a forcefield, but it wears down from enough punishment. Though it also leaves a problem for them.

"Your aura is indeed remarkable," The Captain commented as team RWBY got up from the floor. "But it would appear that your case is the same as team JNPR's."

"What do you mean?" Weiss asked, straightening herself.

"The problem you all have is that you think your weapons and semblances are your only assets," Captain Rogers replied as he dodged a punch from Yang. He kept dodging while continuing his assessment. "By relying on your one power or weapon, you become predictable to any wiser opponent."

Yang roared and threw another punch. This time, the captain threw her grabbed her arm and threw her over his shoulder. Weiss and Ruby rushed at him with their weapons raised. Again, Captain America grabbed her arm and swung her into an incoming Ruby. Once again, they flew across the room before tumbling in a heap near Blake. Her amber eyes were wide as she gazes at her team.

Now she understood why Pyrrha said good luck.

"By using all your skills and being unpredictable," The captain continued. "You're more likely to stand a fighting chance."

"I can see why," Blake nodded as she threw the scythe end of the kusarigama at him. The captain dodged it as it quickly returned to her so she could spin to gain more momentum. When she got enough, she sent it after him again. She was trying to avoid losing her weapon or letting him use it against her. If she can pick him off at a distance, she can beat him.

Then, the chain caught on something and the kusarigama is yanked out of her hands.

"What?" Blake exclaimed. How did he—?

Then she noticed that the captain is holding the scythe Ruby borrowed from the weapon racks. The chain is wrapped around the shaft of it. The faunus looked back at Ruby as she was staring at him with the same question. When did he get a hold of it?

"Little trick I picked up back in Brooklyn," He explained with a smile as he unraveled the chain and dropping the scythe. "You have to think of your semblance and weapons for what they are. Two tools in your toolbox."

Then, the captain threw the Kusarigama at her. She didn't have time to react as the chain wrapped tight around her, preventing her from using her semblance. He swung the chain, dragging her with it. Yang was just getting ready to charge at him again before Blake slammed into her. The impact had shattered her aura and Yang's, taking them out of the fight.

Just as he let go of the chain scythe, Weiss formed a series of glyphs that encircled Captain America. Then, she became a human pinball, bouncing off them whilst attempting to strike him with the hilt of the rapier. Frustratingly, he kept ducking and weaving from her attempts. Then, the captain sidestepped and grabbed her sword arm, stopping her from reaching another glyph. Increasing the pressure, he forced her to let go of the rapier. Letting go of the heiress, he snatched it before it could reach the ground. He slammed the pommel of the rapier into her back, shattering her aura.

While he was dealing with Weiss, the leader of team RWBY used it as a diversion to get her scythe. With a burst of rose petals, she rushed at the captain. Taking up a fencing stance, he thrust in a direction where he thought she would show. Sure enough, the tip found her shoulder. Her aura protected her as he gave another thrust, putting her on the defensive. Every stab chipped away at her aura, eventually, she could barely use her semblance.

"Hey! Quick question," Ruby struggled as she blocked more thrusts. "How many weapons can you use?"

"Pretty much all of them," He replied as he gave one final thrust, shattering her aura. She fell to the ground on her bottom.

"I think that about finishes it," Captain America said as he dropped the rapier. The others are groaning as they got up. "Good job everyone."

"You know, I could've beaten you if I had activated my semblance," Yang stated.

"I don't think that would've made a difference, Yang," Blake shook her head. "Even if you used it, we would still have our butts handed to us."

"That's an understatement," Weiss muttered. "We got, for the lack of a better word, spanked."

"Don't be so hard on yourselves," The Captain said. "Every defeat can be a victory if you've learned something. You guys lasted a bit longer than JNPR."

"Really?" Ruby asked as she and her team lined up in front of the living legend. "So, how did we do?"

"You guys are great fighters, but it's obvious that you rely on your weapons a little too much," Steve evaluated. "Besides Yang, Ren, and Pyrrha, everyone as little to no experience in hand-to-hand combat. We'll need to get that fixed every time you come here. There are some Avengers who can help you."

Ruby shrank in on herself. She knew that she was the worst, even if she were put on the spot. She wasn't alone though.

"The same however can be said of your aura and semblance's," The Captain continued, staring at Weiss and Blake. "From what I understand, your aura fuels your powers. It acts as both an offense and a defense mechanism. But by pouring too much aura into your semblances, you leave yourselves vulnerable to being shattered. Not to mention that there are some weaknesses that you aren't aware of. That's why we need to explore other methods that don't use up your aura."

Weiss and Blake nodded.

"And Yang," The captain turned to Yang. She looked surprised that she was getting a lecture on the spot. "You have to know that your fists aren't your only weapon. Your entire body can become your weapon if you choose. And From your teammate's testimonies, you have little control over your anger. In battle, it's important to keep a clear mind. An enemy can easily take advantage of an emotional state of mind."

"Come on," Yang spread her arms wide. "I don't lose my anger that easily!"

The rest of her teammates deadpanned at her. The Captain took something out of his pocket and showed it to her.

It looked to be a strand of yellow—

"Is that my hair?!" Yang shouted in shock. Then her eyes turned red as her hair burst into flames. "YOU JERK!"

She lunged at him with a fist raised. Dropping the hair strand, the Captain grabbed her incoming fist and placed it into an arm lock. Using all his weight, he brought her down on her back. He kept it up until eventually the glow in her hair died.

"Yang, this wasn't your hair," Blake held the strand of her hair in front of her red eyes. "It's his. Look!"

Upon closer inspection, it was indeed not her hair. It didn't even reach the shade of yellow as hers. Yang's eyes became lilac as they dawned with regret. The Captain released her and stood back up.

"I'm so sorry!" She quickly apologized as she accepted his offer of helping her up. "I didn't realize—"

"That's okay Yang," Steve held up a hand. "If anything, you proved my point. If I were an enemy, you would've been dead right about now. You'll need to work on getting a hold of your anger so that it doesn't happen."

Yang nodded in embarrassment.

"Think about what I said as you head to your next session. Before you do, care to help pick up the place?"

* * *

_Technology_

"The internet is a global computer network providing a variety of information facilities."

RWBY and JNPR are in a room with Tony Stark, who introduced himself as Iron Man. Ruby immediately pestered him about the weapon systems it has. He stood well dressed in a black t-shirt and pants. On his chest is a glowing circle. They were told that it was the arc reactor core, the only thing keeping him alive to this day. Tony elaborated that it provides a clean and self-sustaining energy source that powered most of his technology. They can already imagine what Atlas would've given to have access to that.

Tony Stark stood before a holographic display board, giving them a display of how their network worked. It was like the CCT system back on Remnant, except instead of towers, the people here use something called 'Satellites'. According to Stark, they are objects that orbit the earth and collect and transmit data.

When Weiss learned of that, she tuned everything out and focused. Atlas couldn't launch satellites into orbit due to the dust going inert outside their atmosphere. Here on earth though, they didn't have that problem. Thanks to that, they didn't have any fear of any CCT tower getting shutdown.

"However, where there's internet there are always cyber-attacks," Tony changed the diagram to images of people in front of computers. "Behold, the hacker. A category of humans who have the skills to hack and mess with it. A hacker with the right skill can cause a massive blackout. But it's a useful skill to have."

"Pardon me, Mr. Stark," Weiss raised her hand. "But isn't hacking illegal?"

"In your perspective, yes. Like everything that happens in S.H.I.E.L.D, Snow White," He nonchalantly replied. Weiss looked flustered while the others chuckled to themselves. "Rule number one about spycraft kids: it can't be covert if it's legal. Hacking can be a useful skillset in the right hands. Like taking important data from an enemy that can save lives. Or help expose vulnerabilities in your network that you can fix. Most hackers are hired to do so by companies who think they're insecure. Does Remnant have any hackers, Ms. Schnee?"

"Well… we didn't exactly have any," Weiss explained, standing up. "We do have security detail guarding the CCT towers to prevent it from being used maliciously."

"Follow-up question. How would you prevent a virus from entering the CCT?"

"A…a what?"

"A Virus," Tony clarified, pulling up a diagram. "Or a computer virus in this case. It's generally defined as a piece of code capable of copying itself with a detrimental effect. That means it's capable of corrupting the system or destroying the data. Say that I am a hacker and I plan to install a virus into the CCT. This virus can take it down without any physical damage and no one would realize it. How do you prevent it?"

"Well…" Weiss struggled to come up with an answer. "I suppose that we can check to see if they have a virus on them…"

"But how would you know that they have a virus? What if they decided to upload it remotely?" Stark asked. Weiss scrunched up her face then sighed. As much as she didn't want to admit, Atlas didn't account for that when they built the CCT. They must have been lax that they didn't think that a cyber-attack could happen.

"Relax Snow White, there are other ways to prevent it from happening. If you'll turn to your scrolls and open Hacker 101 to this page…"

At the beginning of their session, Tony presented them with their newly upgraded scrolls. Tony had modified them to function without dust batteries, now with lithium-ion ones. They found that he had installed additional apps. He even added a security AI named S.I.M.B.A.D. It an acronym for 'Security Is Much Better and Deadly'. They wondered if Tony created it just to mock Atlas.

They found the eBook and turned to the chapter labeled Antivirus.

"While we are here, we will also be doing mock hacking," Tony said as they read. "Half of you will build a cyber defense and some of you will be on the cyber offense. The cyber defense will create a security network to prevent or mitigate a cyber-attack. The cyber offense team will attempt to hack into the C. D's network."

"Excuse me, Mr. Stark?" Tony turned to Ruby.

"Yes, red riding hood?"

"It's not related to the subject but…" Ruby trailed off, twiddling with her fingers. "I wanted to know when we can rebuild our new weapons. I asked Mr. Rogers, and he directed me to you. I don't know if—"

She was interrupted by laughter from Stark. He was clutching his stomach and supporting himself with one arm on a table.

"Okay, I'm going to hold on to that one," He chuckled. "But to answer your question, presents don't come until Christmas, kid."

"Uh, what?" Ruby looked confused.

"I mean that you're going to have to wait until boot camp," Tony simply said. Ruby felt herself deflating. "Otherwise I wouldn't be able to finish them."

"Wait, YOU'RE designing our weapons?" Jaune asked. During their stay in the infirmary, they watched news reports of the genius billionaire playboy philanthropist. Back when he was in the weapons business, the weapons he designed are legendary, including the Iron Man armor. It was no wonder that he was called the technological titan, he'd give Atlas a run for their money.

But he understood why he wanted to get out of the business and focus on humanitarian efforts.

"Yep," Tony nodded with a grin. "I got the schematics of your weapons from your scrolls when I was upgrading them. I can promise that they will be better than you ever wielded them."

"But…" Ruby still looked depressed, which confused Tony.

"She was hoping that she'd get to make it," Yang explained to him. "She treats every weapon like a living person. To her, making a weapon is what makes it yours.

"I see," Tony nodded in understanding. He turned to Ruby. "You know one of the benefits of S.H.I.E.L.D Bootcamp kid?"

"What?"

"You get to pick up new skills," He replied. "New tech, new strategies, and etcetera. Take your bullets for instance. From what you told us, Dust doesn't work in Earth's atmosphere, correct?"

"Yeah."

"Why not take the opportunity to think of something original? Don't get me wrong kid, but you've got a good brain. I hate to see you waste it on technology for dummies class."

"Am I dummy?"

"Yes. All of you are!" Tony waved his finger at all of them. They were appalled by this. "Let me guess every day, you go through the same class and learn the same thing from the textbook? I'm correct, aren't I? Well, that ends now."

"How so?" Yang asked, still irked by being called a dummy.

"Easy Goldilocks," Tony began. "You used Dust for their elemental effects, and over time you got comfortable with it. But it has made your brains lazy. Super lazy to boot. You didn't think of any alternatives you can add to your ammunition. Like Hawkeyes trick arrows."

"I remember seeing them," Weiss said.

"He has one for the situation. A razor arrow, a net arrow, a capture arrow, etcetera. The point is, fortune favors the prepared. This also applies to my armors. If it weren't for ingenuity, we would be in big trouble right about now. I even built the arc reactor to shut the hippies up."

Everyone laughed at that.

"Back to the topic, specifically your homework," Tony turned to Ruby, who stiffened at the mention of homework. "How would you like to design something similar to Hawkeyes arrows? Like, a trick bullet in your case?

"Really?" Ruby jerked her head to face Stark with a smile. "I haven't thought of that!"

"Well, no time like the present to learn," Stark smiled. "Be sure to ask Hawkeye to lend him one of his arrows. As for the rest of you." He turned to the rest of them. "You cannot ask Ruby for help on your tech."

"What? Why?"

"To expand your brain," He explained. "You can ask anyone else with technical know-how except her. Ruby can't be around you forever. If an enemy were to capture her, who will be on tech duty until you retrieve her? Never put your eggs in one basket kids. In fact, has anyone told you about my first armor?"

All of them nodded. It was a while ago when Stark was testing out a missile system, codenamed Jericho, that he was attacked and taken by terrorists. Shrapnel had entered his heart and the only way to save him was an electromagnetic pacemaker. The terrorists wanted him to build the Jericho missile out of the Stark tech they somehow acquired, in return, they would set him free. Knowing that they won't keep their word, he decides to build something even better...the Iron Man. Out of scrap metal, he forged the first Iron Man armor to escape.

It may have been outdated by the latest advancements in the technology, but it showed the technological prowess of the armored Avenger.

"I couldn't have done that without a friend of mine," Tony continued. A look of sadness briefly passed over his face. "But thanks to our brains, we were able to obtain our freedom. That just goes to show that it is the most valuable tool in your arsenal. Whether it be fighting, building something, or hacking into a computer."

Everyone nodded at that.

"With that aside, let's get you two into teams."

* * *

_Marksmanship_

_BANG! BANG! BANG!_

Weiss groused in frustration. She is in the firing range, holding a revolver aimed at a target. Or at least what she thought she was aiming because she missed her target two times in a row. She wore protective glasses and headgear to protect her ears.

"Reload and try again," Clint, her instructor for this session, leaned against the wall of the firing range. Weiss growled and nearly slammed the revolver on the table. She had been briefed about gun safety, even if she had an aura, she can't risk shooting her eye out. So, she carefully placed the revolver on the table and walked away from the firing line.

"Giving up?"

Weiss turned to see Clint walking towards her.

"What's the use?" She asked. "Unlike you Mr. Barton, I'm lousy at firearms."

"You think it was easy for me?" He asked. "You should know that I grew in a circus."

"Really?" Weiss asked skeptically. "A master archer like yourself in a circus? I thought you learned from S.H.I.E.L.D?"

"It was my brother who taught me to aim."

"You have a brother?"

"Yep, he taught me to fight and to improve my aim. Later, a guy named Trickshot taught me the rest." His face darkened. "But let's not talk about that. Let's focus on your aim."

"Okay," Weiss nodded. She wanted to relate about how her sister, Winter, had taught her combat and glyphs. But she can sense that things were bad in Clint's family. Just like hers. Out of respect, she decided to let him open up when he wants to. "So, how do we improve my aim?"

"Easy," Clint said as he walked back to the stall. "I know a basic stance for beginners. If you'll follow me back."

He beckoned her back to the firing range. She followed Clint back to the stall. Opening the revolver, inserted another magazine and closed it. He handed it to her.

"Here." He handed it to her, to which she took. "Watch my movements."

Turning around, he spread his legs evenly. "Face your target with your feet shoulder-width apart."

"Alright," She walked forward and mimicked his actions as he said.

"Now bend your knees slightly," Clint carefully said, making she heard. He then positioned her arms so that they are straight. "Extend your gun fully toward the target. Keep your arms straight and locked. Square your shoulders and you get the isosceles stance."

He let go of her arms.

"Now an important factor about aiming isn't just about the trigger. It's also about your breath. You breathe normally when you pick up your gun. Now that it is in your hand, you need to control it when aiming. Exhale and stop breathing until your shots are fired. Also, remember, squeeze not pull."

Weiss complied and breathed in and out, slowly. Then, as instructed, she stopped breathing. She couldn't feel it, but her heart rate slowed. Holding the gun, she felt her thumb press against the side and her grip steady. The last several times she fired; the gun nearly jerked out of her hand. She wore that it would leave callouses.

Her index finger found the trigger.

_I can do this._

Then…

BANG!

There was a kickback, but this time she didn't flinch. The gun stayed in her grip. When she found her target, her eyes widened. She didn't even notice the gun being lowered.

She had hit her target. In the center chest no less.

"Thank you, Mr. Barton."

"Good job," Clint congratulated. "Keep that up and you'll be a marksman in no time. Also, please call me Clint or Hawkeye."

* * *

_Stealth_

Blake sprinted through a dark hallway, nearly out of stamina. She didn't have time to count the minutes she was in this place. She leaned against a wall to catch her breath. Her cat ears twitched to pick up any noise. She didn't hear anything, which made her more scared than relieved.

_Did I lose him?_

Staying still for a moment, she sighed in relief. But it was short-lived because then she heard it again.

The footsteps of her pursuer. Walking at a steady pace.

Pushing off the wall, she continued running down the corridor, taking random twists and turns. Sometimes, she heard her pursuer coming in one direction, making her go the opposite. Then the worst happened: she reached a dead end. Desperately, she searched everywhere for a way out. Behind her, she can hear her pursuer closing in.

Then, she found it. Above her is an open-air duct.

Flexing her wrists, she leaped onto the wall to her right. Using it as a springboard, she jumped to the opposite wall. Finally, she jumped, reaching her hands for the entrance to the duct. She grasped it, and with all her strength she pulled herself up.

After she pulled her feet in, she heard her pursuer. The Footsteps slowed to a walk, then stopped. Blake held her breath for dear life. Eventually, she heard footsteps again, this time they are headed away from her.

Blake slowly crawled on all fours down the air duct. Thanks to her night vision, she can navigate through the darkness. She just had to find the right pathway to the starting line. There she will be safe.

Then karma struck again.

Her cat ears heard the sound of an object being dropped into the vent. Before she could register it. Her eyes widened when she realized what it is and covered her eyes. She heard it go off in a flash of light.

Then something burst into the ventilation and grabbed her by the back of her shirt. Then, she was ripped out into the open. Her aura protected her from the damage, but she still felt the pain. She crashed and slid down a wall. Groaning, her amber eyes found her pursuer just as he grabbed her by the shirt and slammed her against the wall. The arm that held her is metal, with a red star at the shoulder.

The grip was tight but not too tight. Just enough to prevent permanent harm to her throat.

"Bucky…" She breathed, tapping his arm, signaling her surrender.

James Buchanan Barnes, AKA the Winter Soldier, released her. Then he turned his head around.

"Alright Natasha," He called in a gruff voice. "You can turn it off."

The dark hallways vanished, revealing the dull metal of the training arena. Natasha walked into the arena. The whole thing had been a simulation.

"You did good," Bucky said. "But for a cat, you do make a lot of noise when trying to be stealthy."

"I tried my best," Blake replied. "Compared to you, it's no wonder you were called the Winter Soldier."

"I got like this because of HYDRA," He replied. "The Soviet branch to be exact. In the end, the skills I learned still proved to be useful. Even the arm."

Bucky glanced at the metal arm. Blake learned that he had lost it when he fell into the icy river all those years ago. Not to mention the various times he had been used to carry out assassinations against his will.

"I'm sorry if I—"

"No need to be sorry, kid," Bucky looked at her. "What's past is past. All we can do now is move forward and try to make the most of our lives. Like right now. Your faunus traits give you a slight advantage over us humans. But it also comes with some weaknesses. Night vision also comes with vulnerability to bright light from a flashbang. Not to mention high pitched noises for your cat ears."

"Right. You wouldn't happen to have a whistle on you?"

"You'll have to find the answer yourself, Blake."

All eyes turned to Natasha as she walked into the training area. "One good skill to have is the ability to gather and analyze information. You've got good eyes and ears, Blake. All you have to do is use them properly. If you had, you'll have noticed that the grenade was a flashbang."

"I will. Thank you, Agent Romanov."

"Then there is the issue of close combat," Bucky said. "If you want, I can teach you."

"Really?"

"He is one of the finest combat instructors we know," Natasha vouched. "Yang is learning about the applications of her prosthetic arm with him. He taught me back in my days in the Red Room. Before you ask, it was not a pleasant experience I'd like to go into."

"Isn't that back in the… you know…" Blake said, trailing off. She didn't know how to say this without being rude.

"I know, we're older than you think," Bucky chuckled. "By Earth standards. I got dumped into cryostasis every time they don't need me, and Natasha here cannot age despite being born in 1928."

"Watch it," Natasha warned, she even directed that at Blake. Though she felt it was more at Bucky. "Last time someone made that comment, they ended up in the hospital."

"I know, I know," Bucky held his hands up in mock surrender. Blake had a feeling they had some mutual history together, something more than teacher and mentor. She was reminded of him somewhat.

"Something up?" Natasha asked, noticing her forlorn look.

"Nothing..."Blake shook her head. "Just, seeing you two reminds me of someone I once knew...or thought I knew."

"We'll ask when you're ready," Natasha said knowingly. "Anyway, Blake can you send in my next victim after you go out. I believe it's Ren's turn."

"Okay," Blake nodded as she walked to the door.

"Your next class is up on deck," Natasha called out. "Sam is going to teach you a new landing strategy."

* * *

_Free Time_

"Whew. I never thought we would get any rest," Weiss sighed as they reconvened in the mess hall. Except, Ruby, Yang, and Pyrrha are the only ones missing. "If my next class involves any physical labor, I'm going to skip."

"You, skipping a class?" Nora gaped. "It must be a nightmare! Somebody hit me in the head! With pancakes preferably!"

"You realize that it's good for you, right?" Blake asked, reading a book on her Scroll. Her hair is damp from jumping off of the Helicarrier and into the ocean. She clearly hated water. "Out of the rest of us, you're the only one physically out of shape."

"I am not out of shape! I'm just not as muscular or physically strong as the rest of you!"

"You know as they say! No pain, no gain," Nora jerked back to her optimistic self. "If we have to break our legs to do it, then so we shall! Right fearless leader?"

"Hmm," Jaune hummed to something he was listening to through the earphones connected to his Scroll. He tuned them out.

"What's he listening to?" Weiss asked. Ren peeked over his shoulder and read the screen. "Luna Snow again."

"Luna Snow?" Blake asked. Before he could answer, the doors to the mess hall opened to admit Yang and Pyrrha. Yang had a sour look on her face while Pyrrha had a smile.

"Hey, guys!" Nora greeted. "So how did your sparring session go?"

"It was grand," Pyrrha said. Yang just brushed past her and plopped herself on the seat next to Blake. She buried her head in her hands.

"What's eating her?"

"We've had some…_ interesting_ opponents," Pyrrha said. Then her eyes found Jaunes scroll. "Luna Snow?

"A Korean pop idol," Ren explained. "K-Pop for short. S.I.M.B.A.D recommended it for him. Ever since he listened to her song _I Really Wanna_, he's been on a music marathon."

"Wait," Yang had snapped out of her funk to listen to the conversation. She turned to Weiss. "Isn't Schnee German for Snow here on earth?"

"Coincidence," Weiss grumbled. "I prefer the classics, thank you."

"Oh, broaden your horizons ice queen," Yang grinned. "On the other hand, it looks like we've got some competition! Isn't that right Pyrrha?"

"Umm, no…" Pyrrha flushed. She looked at their teasing faces with a blush. A glance of Jaune provided her an escaped. Quickly, she knocked the headphones out of Jaune's ears.

"Oww...Pyrrha what's...?"

"I'm sorry Jaune..." Pyrrha said in a small voice. "..it's just...how're your classes?"

"Huh? Oh yeah..." Jaune pressed the pause button on his playlist. "I learned that my dancing skills can also be useful in fighting."

"Really?" Pyrrha asked in innocent curiosity, glad for the change in subject. "How so?"

"There's this Brazilian martial art called Capoeira," Jaune explained. "It a fighting style that combines the elements of music and dance. It was developed by enslaved Africans in Brazil at the beginning of the 16th century. It is known by quick and complex moves, using mainly power, speed, and leverage for leg sweeps."

"Oh ho! So we're going to have a dancing Vomit boy?" Yang asked, smirking. "What about your swordsmanship?"

"I'm steadily improving," Jaune replied. "Though I'm also training to fight with my shield."

"From Captain America and his mighty shield?" Nora asked. "Do you plan on asking Stark to give yours a vibranium upgrade? Qn indestructible sword and shield that you can throw as well? OH WAIT, EVEN BETTER! An indestructible GRENADE LAUNCHER!"

"She's been asking me if my shield can be thrown," Jaune said. Then his face fell in disappointment. "But I don't think King T'challa is going to be willing to spare some. A shame too."

"I'm sure you'll be fine with what Stark makes you Jaune," Pyrrha assured him as they heard a bang on the doors. They opened to admit Ruby Rose. She had crashed into the steel doors and is rubbing her head. When she saw her friends, her pain is forgotten.

"Hey, guys!" She exclaimed happily. "I did it!"

"Did what?"

"It took me a while, but I managed to reduce the mechanisms inside the arrow Hawkeye gave me. Then after I tested it on a few volunteers—"

"Ruby, just tell us!" Weiss nearly shouted, not wanting her to keep rambling on.

Ruby reached into her pocket and took out a bullet.

"I made a knockout bullet!" Ruby said with glee. "After Scott helped me, I finally made one that provides the same punching power as its arrow counterpart. Now we can shoot people without killing them!"

"A knockout bullet huh?" Yang mused. Then something clicked. "Wait, Scott helped you with this. As in Scott Lang?"

"Uh, yeah," Ruby warily asked, noticing that Yang sounded almost ireful. "Why? What's wrong?"

"I think she's still sore about our match."

A small object jumped from Ruby's shoulder and collided with Yang's head. Somehow, Yang's head rocked back and she fell to the floor. Before the others can act, the object leaped towards Jaune and knocked him off his seat as well.

"Yeesh...they weren't kidding about your aura. It's like trying to hit a steel wall."

"What is going-YEOWCH!" Weiss felt her bum getting zapped by something, causing her to jump out of her seat. Blake tried to locate whatever was attacking them while dodging the object as it leaped towards them by leaving a shadow. Then she felt her head get stung as well. Ren was carefully following the object as it leaped towards him. He thrust a palm towards it, but to his surprise, it slipped through his fingers and ran across the length of his arm. The object isn't an object. It is a small man in a red suit with a silver helmet. As soon as he reached his face, he punched him with the force similar to a bullet.

"Ren!" Nora shouted before she got blasted by a flying object. That object is also a small human except it's female. She wore a similar suit with yellow and black coloring. From her wrists, she began firing yellow energy blasts at Pyrrha. The invincible girl began using her tray as a shield...which ended up crumpled from the force of a human-sized boot. Pyrrha landed on her back with a grunt as the woman used her weight to keep her pinned. She pressed a wrist blaster against her head.

"You're dead..."The woman said as her helmet folded back to reveal her features. Brown hair is tied into a ponytail as she grinned at her. She got up and offered a hand "If I had been an assassin, you would have been."

"Hello, Miss Van Dyne," Pyrrha returned her smile as she accepted the Wasps offer of a lift up. Earlier in their combat class, she and Pyrrha have been paired against them. Thanks to their shrinking technology, they had difficulty fighting against them. It is difficult to hit something that is so small but can hit back with incredible force.

"Hey!" Yang shouted as she bolted upright. Her eyes were red as she glared at the woman. "What's the big idea? We had a break!"

"Exactly," Scott Lang, AKA Antman said as he grew to human scale. He opened his helmet. "You had a break, but that doesn't mean that we can't pull a surprise lesson on you."

"This was to test us?" Blake asked. Her eyes narrowed in on Ruby, who was fidgeting nervously. She was the only one that wasn't attacked. "You were in on this?"

"I had to," Ruby sighed. "I'm sorry...Fury said that it was important."

"Fury is behind this?" Weiss said in shock as the door opened. "How could he do that?"

"Because that is how the world works, Schnee, "Fury said as he walked in. "Any good assailant can attack at any time and anywhere. Just because you can relax doesn't mean you relax your guard. Things such as blasting music in your earbuds will isolate you from the outside world, which can be fatal in the field." he directed that at Jaune, who shuffled his feet at that. "Any slip-up and you would have been dead right about now. I'd figure that you'd learn this during your first time just to prepare you for the next."

"Wait," Weiss said slowly. "So there are going to be more of this...impromptu tests?"

"Yes," He said bluntly. RWBY and JNPR could feel themselves hunch their shoulders.

"This is going to suck..."

* * *

_Avengers Tower, Several Days later…._

"Okay, testing Crocea Mors 2.0. Test number 46," Stark said to the camera in front of a newly built kite shield. It is held by his faithful drone Butterfingers. His brother, Dummy, is holding a flame thrower. "After building the frame with a mixture of steel and titanium. After some inspiration, I have taken the liberty of adding compacted heating ribbons to increase resistance to extreme temperatures. Test against energy weaponry is currently on the next docket. Testing it against a flamethrower."

As he walked away, he glared at Dummy warningly. "Now Dummy, when I give the word, you are to stop firing the flamethrower. Remember what happened with the fire extinguisher? Imagine that."

Dummy dipped its head sadly. Tony threatened to turn it into spare parts to sell.

After Tony got enough distance, he turned back around. Just in case, he donned his armor with a single thought. He had already prepared fire-suppression foam in case things got out of hand.

"Alright, commencing test in three…two…"

_"Sir, an incoming call."_

J.A.R.V.I.S cut in before Tony could give the word. Sighing at the ruined moment, he turned to the nearest screen.

"Fire away."

The screen flashed to life, and it showed a man with grey streaked hair. He wore a blue and black suit with the number 4 emblazoned proudly. His expression looked solemn. Tony knew who this man is.

"Hello, Reed," Tony greeted. "You were not interrupting a test for a new shield. Also, it's not Caps, otherwise, we'd be in trouble right now."

"It's for Mr. Arc, right?" Mr. Fantastic asked. "I'm glad that we are helping them train. I've also wanted to talk to them, but I've been busy. But you haven't forgotten what happened with Stamford, right?"

"What's past is past," Tony said sternly. "We are not making the same mistake back then, you know that. That's why we are training them. Anyway, you have something or did you call me just to bring up that time again?"

"It about their genetic makeup," Reed said. Tony received a message with an attachment. He opened it, and it contained eight images of teams RWBY and JNPR. Reed had highlighted several things. "Except for Miss Belladonna, they have similarities to humans. The difference between the two is the bio-energy field they call Aura. But upon closer look, I found signs of genetic tampering, about several centuries old by my estimate."

"Genetic tampering?" Tony asked quizzically. "I'm sure our fairy tale friend would've told us about being in a laboratory. Oh wait, that would be A.I.M, except we kicked their asses. So how did that happen?"

"That's got me puzzled as well," Reed admitted. "But I was reading their testimonies when it clicked. According to them, a celestial called 'The God of Darkness' wiped out the first generation of Remnatians when they rebelled against him and his brother."

"Years later, humanity reemerged," Tony finished, seeing where this was going.

"The question is, how?" Reed said. "The God of Darkness said he wiped out every trace of life. So where did the second generation of remnatians come from?"

"Remnatians, huh?" Tony said as he thought it over. "I think if they knew the answer, they would've told us. Regardless, this is worth looking into. Thanks for bringing this up."

"I'll continue looking into this as well," Reed said. Then an alarm sounded behind him. "I got to go. Something must have come up."

"Call us if you need help. Say hi to Sue for me."

"As if," Reed said before ending the call. It was then that Tony noticed the smell of burning. He turned to see Dummy firing a stream of flames at the prototype shield.

"Dammit, Dummy! Stop!"

Dummy stopped firing and lowered the flamethrower. Whatever flames that were not put out, Tony fire his foam at it. It took effect almost immediately, suffocating the flames. Tony gazed at his work carefully. It appeared to be intact. It didn't give off any sign of being burnt by the flamethrower. Overall, it appeared that the ribbons did their job.

"Sign of progress," Tony commented. Then to Dummy. "We need to talk."

Suddenly, Carol barged into the room, her face white with panic.

"Tony, we have a problem."

"What? Besides having a perfectly made shield."

"It's the kids," Carol said. Tony's eyes widened. "Today is the last day of their survival training. Hulk got the coordinates mixed up and sent them into the Savage Land."

"The what?!" Tony exclaimed. "How did that happen?"

"We don't know, but Cap is mobilizing the quinjet. He wants the two of us to be on the scene to provide support until he arrives."

"On it," immediately, he ran out of the laboratory, Carol following him. Together, the two avengers took to the sky with a trail of energy and repulsor streams. "Let's just hope they're doing all right."

"What's the worst that could happen?"

* * *

_Somewhere, Sometime later…._

In a dark place, a deal is being exchanged. Four figures stayed in the shadows while another is seated upon a throne. A lone light shined from above.

"I trust it won't be an issue?" A voice said, reverbing as if speaking off metal.

"It won't, I promise your excellency," A man stepped forward and kneeled on one bent knee. He wore a purple high-tech suit. His head is encased with a matching helmet, exposing only his mustache. Bulbs on his suit glowed an iridescent green. He extended a hand, and lights shone from his palm to form a holographic map of Avengers Tower. "With the distraction, we have in mind, infiltration into Avengers Tower is almost guaranteed. I promise that we will deliver. Though there is the issue of payment."

"It is no issue, Mr. Wittman," The figure leaned forward. He is a clad in a green tunic and cloak over a steel-grey armor. His head is encased in a metal mask, eyes glare out from it. His next words carry a wave of menace. "Retrieve what I ask, and you will be rewarded a king's ransom. You know what will happen if you cross me."

"I-I will not fail you," Wittman stammered. Then he corrected himself. "We will not fail you."

"Good. Remember that I, Victor Von Doom, am a man of my word."

[~][~]

Thank you for reading!

RWBY and JNPR have both learning new things during Bootcamp. Thanks again to trestwho for helping me with this. It looks like Reed had discovered something about RWBY and JNPR nobody was even aware of. Not to mention the villains plotting something to do with Avengers Tower. Guess what guess why.

In the meantime, Q&A:

**GXY-2013: **Don't worry, I have plans for them. As for CRDL, Kang has to show no mercy to anyone who supports the people he blames for the destruction of the universe. Sooner or later, this will drive them to defeat Kang when they find their fate.

**Juxshoa and darkvampirekisses:** You'll both see in time.

**hirshja:** Thank you. I also have plans for the X-Men, just not yet.

**jb4280218:** OF course she will.

Thanks and thanks again. See you all next time.

Quis custodiet ipsos custodes?


	6. Assault on Avengers Tower

**Remnant's Mightiest Heroes!**

**Chapter 6: Assault on Avengers Tower**

**[~][~]**

_S.H.I.E.L.D Helicarrier_

"AAAGH!" Yang landed the finishing blow on the last ninja. The klaxon sounded, ending RWBY's exercise. One by one, the ninjas shimmered to reveal the white chassis of android bodies. According to Fury, these were Light Model Decoys. LMD for short. The Japanese shrine that this bout took place returned to the training arena.

"That's a wrap!" Ruby leaned on the scythe she borrowed for the duration of camp. "Did you guys know that these LMD's can replicate not just our skills but also our powers? Or in our case, semblances?"

"Really?" Yang panted. "In that case, I'm glad that they didn't replicate Blake."

"Why?" Blake asked as she removed her kurasagima from the chest of an LMD.

"Don't play innocent with me, Belladonna," Weiss wagged her finger at her. "The last thing we need is a team of LMD's replicating you! A team of ninjas is difficult, imagine what would happen if they were all Blake's? We couldn't even win a game of tag without touching a shadow clone."

Everybody laughed at the memory while Blake just smirked at them. Together, they walked away just as the doors opened to admit Nick Fury and Carol Danvers.

"So, Nick?" Yang smiled. "How'd we do?"

"This scenario is designed to test how you'll act in an unexpected situation," Fury said with a stern look. "All of you did poorly."

Everyone lost their composure and hunched down at that. Righting themselves, they looked at the director of S.H.I.E.L.D incredulously.

"How?" Weiss demanded. "No offense director, but we defeated the enemy. Not to mention that we've come out unscathed."

"The best damage is no damage," Fury said, pulling out a remote and pressing a button. The battle scenario returned, and he assessed the field. "While you are busy tangling with the LMD's, you failed to take note of the collateral damage."

Team RWBY looked at the scene and felt themselves cringe. Now that they had gotten a look, it is clear that they had wrecked it. The red gate, a torii they called in a country called Japan, had been sliced clean off when Ruby was fighting a few LMD's. Weiss used a glyph to push several of the LMD's into the building. A crater had been made from where Yang punched her LMD into the ground.

"Okay…" Ruby said. "So, we still need some work. At least this was all a simulation, right?"

"Yes, this was all a simulation," Fury's voice made her flinch. "But what if this is the real world? Look around you, is this the way the Avengers would've done it? Much less Captain America? He could easily mop the floor with these LMD's in ten seconds without lots of collateral damage. The four of you took four minutes, and while we are on the subject, are you planning on paying for the damage you caused?"

"Well, no…I mean…" Ruby tried to get out but have trouble with the word. The best she could do is sigh. "I promise we'll get better."

"At ease. I'm not here to grill you. Captain Danvers here has some news for you." Fury gestured to Carol, who stepped forward.

"On behalf of the Avengers, I'd like to extend an invitation to Avengers Tower."

That took them by surprise.

"Really?" Ruby asked in excitement.

"We've discussed it, and we feel that you've had been worked a little too much," Fury said.

"_We_?" Carol flashed a knowing smile at him, to which he gave a sharp glare.

"So, you will be going on leave," Fury continued. "Get your mind some rest and your bodies some rest. You can even explore New York while you're at it."

"That sounds grand," Pyrrha said with a big smile.

"Also, it's Hulk's way of apologizing for dropping you off in the Savage Lands," Carol said, much to their amusement. "He's sorry that he dropped you off there."

Everybody didn't need to be reminded. For their survival lesson, Hulk somehow got the coordinates mixed up and landed them in a place teeming with the supposed to be extinct species called dinosaurs. Despite the danger, they had a splendid time. Nora manages to ride a tyrannosaurus rex and Ruby made a new friend who happened to be there at the time. Yang even got to wrestle with some of them. However, some didn't share their sentiments.

"Just make sure he doesn't do that again," Weiss shrilly replied.

"Same here," Blake groaned. "I keep having nightmares about the velociraptor."

"Is there a safe way to view them?" Jaune asked. Behind him, Nora is fantasizing about a red T-Rex while Ren is trying to snap her out of it. "Because some of us would like to know more about them."

"All in one place: a museum," Carol replied. "Now get your things and head to the top deck. We leave in five."

* * *

By the time JNPR boarded the Quinjet, they are on their way. Captain Marvel flew behind them. Nick Fury stared after them as the distance between them and the Helicarrier increased every minute.

Unfortunately, this also caused somebody to be sick.

"Ugh," Jaune clutched his chest as his motion sickness took over. "Anyone got my medicine?"

"Here," Pyrrha rummaged through one of the bags and pulled out an orange bottle. She opened it and passed it to her leader, along with some water. "You nearly forgot this."

"Thank you," Jaune gratefully took it. He popped a pill into his mouth and drank the water.

"Isn't this great?" Weiss asked. "After spending weeks inside the biggest prison, doing the closest thing to torture, we finally get out to smell the fresh air."

"The Helicarrier wasn't a prison," Natasha called out from the cockpit. "If you want to see a prison, I can introduce you to four of the biggest prisons ever. Some of which I've escaped."

"Hopefully, not," Weiss said, frowning.

"It might do you some good," Natasha said over her shoulder. "It was right after the Chitauri invasion that every supervillain broke out from every prison we sent to. It would be handy to know who broke out and what they're capable of."

"I heard about that," Blake said. "It was when the Avengers are officially formed. How many broke out?"

"About Seventy-Five," She replied, much to their surprise. "Seventy-Four because we took down one closest to New York. We stuck together just to round them back up. Eventually, we got them all back in prison, though we have cases of them breaking out again."

"Just like in the comics," Ruby exclaimed. Natasha rolled her eyes at that one. "So, who did you fight? The first guy I mean."

"Franklin Hall, AKA Graviton. Fury invited him to attempt to recreate Abraham Erskine's super-soldier program."

"Wait, Fury?" Yang asked in surprise, eyes narrowing. "Why would he want to make another super soldier program? Last I heard, most of them have ended up in disaster."

"So that he can protect the earth," She replied. "With the threat levels increasing, he knew it was only a matter of time before the day came when they have to fight a threat. He wanted to have people ready to step up when the Avengers initiative is activated."

"But why wouldn't he tell us?"

"Because he's _the _spy. Lesson one of spycraft Yang, everybody has secrets," Natasha looked over her shoulder. "But you have to know that Fury can be trusted. I know it from experience. If it weren't for him, I wouldn't be here."

Yang stared at her and relaxed her gaze. Deep down, she knew Natasha is right. Fury may act a little shady, but he did have the best interests in mind. He offered them sanctuary onboard the Helicarrier when they are stranded on earth for who knows how long.

It still doesn't make up for his secrecy, even if he is a super spy.

"Anyway, Doctor Hall thought that that gravitational forces may be the key to the original formula. However, something went wrong and Fury ordered him to stop the experiment. He refused and continued the experiment."

"Let me guess," Nora said. "An explosion occurred, and he gained powers over gravity. After that, he went mad with power and tried to kill everybody. It's also why he is called Graviton."

Everybody stared at her. Even the Black Widow looked surprised by her spot in the cockpit.

"Impressive Nora. Though Fury managed to knock him out before he could do any damage when he woke up. He was locked up in the raft for several years when the breakout occurred. It was difficult, but we managed to get him back to prison. Before you ask where I'm afraid it's classified."

"Have you tried curing him?" Jaune asked. "I mean, removing his powers? Because that might solve the problem."

"Believe me, we are still working on that," Natasha said. "Anyway, if you will look out your windows, you'll get a closer look at New York City. Nicknamed the Big Apple."

Everyone pressed up against the windows. Below, they can see the towering structures of the city. They passed by a green statue of a lady holding a tablet and torch. The huntsmen-and-huntresses-in-training learned later on that it is the statue of liberty. To describe it as breathtaking would be an understatement.

"I think I see Times Square," Weiss said excitedly as she took in the electronic billboards advertising. Already she was looking forward to seeing some of their Broadway shows. When they get the chance of course.

"Yep, there is a lot to see here," Natasha said. "I should point out that some parts of New York have it rough. Especially after the invasion. But if you will look ahead of you now, we are arriving at our destination."

Everyone immediately walked straight to the cockpit. Being careful not to crowd Natasha, they gazed out the window as Avenger's Tower came into view. The stylized A shone as it stood in constant vigilance. As the quinjet lowered, they can see some of the Avengers out to greet them.

"Welcome to the tower," Natasha said as she lowered the ramp. "It was originally called the Stark Tower. But after the invasion, Stark converted it into a base of operations for us."

Teams RWBY and JNPR and grabbed their bags and descended the ramp.

"Hey guys," Stark greeted. "Enjoyed your flight?"

"It's nice to get a break from Bootcamp," Blake admitted as Carol landed behind them. "Thank you for having us."

"It's the least we could do," Hulk said. "I'm sorry that I stuck you guys in the Savage Lands."

"That's okay big guy," Yang patted his arm. "At least Ruby managed to make a new friend."

"Yeah! Moon Girl and I— Hey! What do you mean at least?"

"I love Devil Dinosaur!" Nora exclaimed. "I want my own!"

"I don't think that would be happening anytime soon," Carol said. "You still got your final exam to worry about."

"Final exam?" Jaune asked.

"Yep," Steve said. "Pass it, and you are officially done with Bootcamp."

Everybody cheered at that.

"Really?" Weiss asked. "Does that mean no more physical training?"

"Or running laps without using our semblance?"

"Just because you exit Bootcamp doesn't mean you stop training," Tony clarified. "But yeah, no more drill sergeant. You're free to train at your own pace. Cap?"

"I can't give you details about it. For now, would you like a tour of the—" The captain was interrupted by the doors opening. Clint came rushing out.

"Hawkeye?" Steve asked.

"We got trouble Cap," Clint said. "Breakout at the Vault."

"What happened?" Carol asked, already dreading the answer.

"Fury didn't give me all the details," Clint said. "But it's not a massive breakout like the last time. Just our favorite squadron."

"Squadron Supreme?" Stark groaned, palming his head. His fellow Avengers shared the same sentiments. "Great. We have to deal with these a-holes again?"

"Unfortunately," Steve sighed.

"Um. Excuse me?" The Avengers turned to Ruby, who had raised her hand. The silver-eyed girl squeaked lightly at being the center of attention. "Not to be rude, but who are Squadron Supreme?"

"Like you, they are an alien race similar to us," Natasha replied. "Also similar to us, they were a team of remarkable people who fought to protect the weak. Like us."

"If they are like you then why are they in prison?" Jaune asked.

"The problem was their methods, Mr. Arc" Stark said darkly, making Jaune flinch. "They suddenly got the idea that the solution to their world's problems was to conquer it and rule it. They took on more than just crime-fighting and super-villains, they tackled poverty, hunger, the environment, and public health. Anyone who so much as steals something ends up getting capital punishment."

"Regardless, time is of the essence," Steve pulled out a card with the Avengers symbol. On the upper right is a picture of him in his uniform. "To all Avengers, we have a priority mission at the Vault. Any near the area is to stall the enemy until the rest of us arrive."

The Captain finished and stowed his card. He turned to teams RWBY and JNPR. "I'm sorry, but it looks like the tour will have to wait."

"Yep," They popped the last part. Yang bashed her fists together. "So, what do you say we go and kick these guys butts?"

"We?" Stark asked. "Sorry goldilocks, but you and your friends aren't coming."

"What?!" Everyone shouted in protest.

"But we can help," Ruby insisted. She was met, to her dismay, by shakes of their heads."

"I agree with Tony," Steve defended. "Squadron Supreme is too big for you. It will be like sending you to your deaths. That is something we cannot allow."

"But we've been training for weeks!" Yang protested in anger. "So, what if it's a few mere supervillains! We can handle them!"

"These mere super-villains also happen to have destroyed their planet," Tony nearly shouted at her level. Yang's eyes returned to lilac as she registered his words. "Right after their entire world protested against them. They had no problem killing anyone who disagrees with them. So, what does a bunch of rookies who have no clue about what they're doing have?"

He glared at them. They showed a look of shock as this was the first time, he yelled at them. Tony's expression softened.

"Don't get me wrong. You guys have enormous potential. We just don't want to see it disappear before it can accomplish something. Just start small and then move on to the big. Your time will come, I promise."

Then, Tony turned around and walked to the edge of the helipad. Before they could ask, he calmly stepped off the edge. Panicking, they rushed to the edge and stared down at his falling figure as it grew smaller.

"Is he crazy?" Weiss shrieked. "He's going to kill himself!"

"Don't worry," Carol told them. To their astonishment, she was smiling. "Believe it or not, this isn't the first time he pulled this stunt."

Puzzled, they returned their gaze to the edge of the helipad. Just in time to see a streak of red rushing up to their position. Startled, they fell back on their rear ends as Tony flew up in the air, clad head to toe in the Iron Man armor.

_"Try not to burn down the house while we're gone,"_ Tony spoke to them. Then to the captain. _"I'm going up ahead. Knowing Nighthawk, he might have a bomb set up."_

"We'll meet you there," Steve called after them. "Carol will assist you." Tony flew away, breaking the sound barrier. Carol's head became encased in a mask as she flared a golden aura. She leaped into the air and flew after Stark.

"Natasha, prep the quinjet," Steve ordered. Natasha nodded and rushed back to the quinjet. He turned to the teenagers.

"I know that you all want to help, but please understand."

They stared at him for a moment, then hang their heads in resignation.

"Alright," Ruby sighed.

"We'll talk later," He turned and rushed to the quinjet. Clint moved to follow him but stopped. HE turned back to the teenagers.

"I know this won't make up for it, but we have some games and food that you can access while we're gone," Clint said. "If anything should happen, ask J.A.R.V.I.S to contact us. Just do one favor, please?"

"What is it?"

"Eat everything before Hulk gets back," He answered blandly. "Trust me, I think you'll be thankful."

Then he rushed to the quinjet, just as the ramp is closing. The quinjet rose into the air and flew off into the sky. The team of students stared off after the Avengers. Then they walked back to their bags.

"This is bullshit," Yang grumbled as they walked to the entrance to the tower.

"Well we did come here to relax anyway," Weiss said. "I mean, it's not like we expected to suddenly go off to fight villains right off the bat."

Little did she know how wrong she was.

* * *

Below the ground, in the shadows, someone else is watching the Avengers flight. Bentley Wittman watched as the quinjet disappeared over the Horizon. Then, he turned his attention to Avengers Tower. The very tower where the so-called technological titan of the century had built. Thanks to him and Richards, nobody paid attention to him and his amazing intellect. He smiled evilly at the thought of bringing it down. But first, he must complete the job his employer gave him.

"Alright Gentlemen," Bentley turned to his three _associates_. He levitated himself off the ground. "The Avengers have taken the bait. I trust you all know what to do?"

"Of course, boss," They all replied.

"Please, call me The Wizard. It is my legal name after all."

* * *

"Take that!" Ruby shouted as Sakura gave Balrog a Chin Buster kick.

"No! You take this!" Yang's fingers quickly flew over the buttons and sticks of the PlayStation controller. Just as Chun Li thought she was safe, Balrog activated his critical art. Pumping his fist, a blue and red pair of contrails surrounding him, he dashed forward and landed the final blow on Chun Li.

_"K.O!"_

"Yes!" Yang jumped up and pumped a fist whilst Ruby slumped down despondently at her team's fourth loss. "Looks like even on a different planet, I remain victorious!"

The teenagers had gathered in the living space of Avengers Tower. Despite being despondent about not being able to help, they were having a good time. They immediately took a liking to Street Fighter V, which is almost similar to a game back home. Two teams are formed, one side had Yang, Nora, and Ren. The other had Ruby, Jaune, and Pyrrha. Weiss and Blake chose not to participate, the former saying it wasn't her taste.

"Come on Weiss," Ruby pleaded to her partner sitting on the couch with Blake, who is reading a book. "Together we can be unbeatable!"

"For the last time, no," Weiss adamantly refused for the fourth time. "I'm not into videogames. Not to mention one that allows this kind of barbarity."

"It's not barbaric Weiss," Yang said. "It's a fun fighting game. It helps exercise hand-eye-coordination, teamwork, and not to mention cool combos!"

"It also makes callouses on your fingers," Weiss retorted. "I don't want my fingers ruined."

"Have it your way," Yang muttered. She picked up her controller "Anyone wants to go another round?"

"No thanks," Nora groaned, her stomach grumbling. "All that gaming made me hungry."

"Same here," Jaune agreed. He walked over to the fridge and opened it. He whistled at the contents. "They weren't kidding about the food. There has to be enough to feed a small country."

"Or a Hulk for a week," Ren said, reaching for some ingredients.

"OOH!" Nora suddenly appeared at his side. "Are you going to make pancakes, Renny? Are you? Are you? Are you?"

Ren smiled and began to take out ingredients for her requested food. After seeing that nobody was going to keep playing with her, Yang began scrolling down a selection of games. Ruby stood up and spoke to the air.

"J.A.R.V.I.S? Did Mr. Stark finish our weapons?"

"Just yesterday," The artificial voice of the chauffeur spoke throughout the living room. "Mr. Stark had finished applying the weapons final upgrades. He's left the job of painting it to you. Though I would advise against trying to access them. Mr. Stark has locked them away in the armory of the lab. Only he can access them through biometric scans."

"Dammit," Ruby cursed under her breath. But Pyrrha happened to be walking by to assist her team in making Pancakes. She can already tell what's going on in her mind.

"You're still mad about what happened?"

"Of course," She said. "We've been training to fight for most of our lives. No offense Jaune."

"None took."

"We've also been training with this world's greatest heroes and super-spy. Now we are just sitting here playing video games, reading books, and eating stinking pancakes!"

"I object to that pancake remark!" Nora shouted, her mouth dripping with maple syrup. Ren took the bottle away before she could down it.

"But she does have a point," Yang pointed out, stopping the game to look at them. "We should be out there kicking some villain butt. We didn't train our butts off just to sit on the sidelines."

"Didn't you hear what Tony said?" Jaune asked. "These guys have no problem killing us. Besides, they took the only Quinjet to the Vault. We don't even know where that is."

"J.A.R.V.I.S, could you guide us to the training area?" Pyrrha asked the A.I.

"Certainly Miss Nikos. Just walk to the elevator and—"

He was suddenly cut off.

"J.A.R.V.I.S?" Ruby asked tentatively. Then they all jumped when the klaxon sounded with lights flashing red.

"Alert!" J.A.R.V.I.S. spoke again. Despite his calm demeanor, they could read the panic behind his words "Protocols are being overwritten. Defenses offline…. Communications failing…. initiating safehouse protocol…"

Finally, he shut down.

"Someone's in the house," Blake said, fear in her voice. No sooner than she said it that the elevator opened. Outstepped a man in a high-tech set of purple armor.

"Ah…Avengers Tower…what was once a monument to the so-called technological titan…" Then the man noticed the children staring at him. Beneath the helmet, they could tell an eyebrow is raised in confusion. "Is now home to some snot-nosed children?"

The teenagers immediately got into defensive positions. They don't have weapons, but they're pretty confident that they could take this man on.

"Who are you calling snot-nosed?" Weiss demanded. She glared at her partner, who was chuckling under her breath despite the situation then back at the stranger. "And for that matter, who are you? As you probably know, this is the headquarters of the Avengers. We happen to be guests, while you happen to be trespassing."

"Oh, I know this is their headquarters," He said dismissively, much to her chagrin. "If I didn't know, I wouldn't have gone through the trouble of luring them away."

"Luring them away?" Jaune asked. After a few seconds, his eyes widened in realization. "It was you! You're the one who broke out the Squadron Supreme!"

"Indeed."

"Why would you do that?" Blake demanded in anger. "Tony mentioned that these guys are dangerous to let loose. That's why they were locked up in the first place."

"It's also why they are the perfect bait," He smugly remarked to their anger. "They are dangerous enough that even S.H.I.E.L.D can't contain without the Avengers. Don't get me wrong, I'm no fan of them either. But if they live up to their name, then the Avengers will have them back behind bars in no time. By the time they return, we'll be long gone, and no one will know."

"But we do," Yang growled, cracking her knuckles with her prosthetic hand. "By the time they get back, your butt will already be kicked!"

"Yang, No!" Ruby shouted but it was already too late. The blonde brawler was already rushing at him, prosthetic fist raised. The Wizard just stood there with his arms crossed behind his back, smirking. Yang's metal fist made contact and crumpled against a force field. She skidded to a stop and pulled her arm back.

"Forcefield," He smugly clarified. "A must-have for every occasion. My second recommendation would be Wonder Gloves."

He lifted his hand and fired an energy blast at Yang. Thanks to her aura, she survived. However, that still didn't protect her from the knockback of the blast. Her back hit the floor right where she was standing before.

"Hmmm…." Wizard stroke his chin. "Normally, a blast like that would incapacitate a person. I guess there is more to you than meets the eye. No matter…"

He held up his hands in mock surrender before they could charge at him. Unlike before, they held back warily, studying him.

"Before you all decide to do something rash, I realized that I've been rude. You've politely introduced your friends, so I feel it's only fair I do the same. Allow me to introduce…"

He stepped to the side to avoid a blast of white liquid substance. It streamed toward the downed Yang just as she was getting up. The substance struck her in her torso, and much to her horror, on some of her hair. Everyone except The Wizard stared at her in shock. They knew what was going to happen next.

"You…" She seethed as her eyes turned red. "You bastard! I'm going to—"

Yang tried to get up but found herself unable to. Despite that, she struggled to get out of the substance to no avail. The blonde brawler looked at the substance in confusion, realizing that it had hardened and kept her in place. Then she glared back at The Wizard as a new player emerged. He wore a brown and yellow suit with an orange helmet exposing only his face. In his hands, he wields a pair of pistols, with hoses connecting them to a pair of canisters on his back.

"Meet my associate, Trapster. As you can see, he has a thing with paste."

"I noticed," Yang growled, her eyes still red. "Just wait until I get my hands on you…"

Behind them, the windows shattered. They turned around as a huge figure stormed into the room. It is a purple humanoid wearing only skintight red shorts. It roared as it spread its wings, then charged forward, grabbing Nora and Weiss.

"Another associate of mine. Call him Dragon Man. Last and certainly not least…"

Ruby, Pyrrha, Blake, and Ren felt something slither against their legs. They looked down to see sand crawling around their legs. Before they could react, the sand erupted around them, wrapping them around in a vice-like grip. They tried to get out. But every time they freed themselves from the sandy restraints, they found themselves caught in a stronger vice. Another mass of sand formed, forming a humanoid shape with a triangular cut of hair.

"The Sandman. Together, we are the Frightful Four." The Wizard finished to the captured teenagers. He pressed his fists on his hips and thrust out his chest with pride.

"The Frightful Four?" Ruby asked quizzically, still struggling in the sand tentacles grip. A memory from Bootcamp flashed in her head. "Didn't Hawkeye beat you guys a while back? He told me the story once."

The Wizard snarled. "Of course, he did. Stark, Richards, and the Avengers! They always treated us like we're common thugs. Not to mention me like a side-show! Always not taking us seriously! But after today, that changes."

"Is that why you're here? To get revenge?" Weiss demanded, face scrunching in pain from Dragon Man's grip. "I thought you didn't want them to know that you were here?"

"Of course, we don't want them to know we were here," He answered impatiently waved his hand at her. "Why did you think I hacked into Stark's security grid. At least not for a while. The Avengers will eventually find us, but after we finish our job, we'll get the necessary funding to upgrade our equipment and a new headquarters. By the time they find us, we'll be ready for them. But I believe I have said too much. Sandman, please restrain them and… wait. Shouldn't there be eight of you?"

He was looking specifically at Sandman's prisoners. Last he checked, there was supposed to be an Asian looking boy and a black-haired girl with the red girls. But as it turns out, he only held two out of the four.

"Boss?" Trapster flared his nostrils. "Is something burning?"

Then, it started raining. Specifically, the fire alarm activated and started sprinkling water at full force. To normal people, it would just result in them being drenched. But in Sandman's case, it is a great weakness. Already, he had lost form, the sand that made up his body becoming soft and heavy for him to control. His grip on Ruby and Pyrrha loosened, freeing them from his grasp.

"W-Wizard! T-turn… it… o-o-off!" Sandman gurgled through the water, his face already melting upon the floor.

"Give me a second," Wizard gritted his teeth. In his HUD, he is accessing the fire control systems. Somewhere, he heard a crash, which sped up his attempts. Within a minute, he had turned off the sprinkler system. But it was already too late. Sandman had been reduced to a pile of wet silicon dioxide. Where the blonde had been glued to the floor is now a crater. Dragon Man is caressing his beaked mouth, a pile of rubble at his feet.

The children had gotten away.

"Dammit!" Trapster exclaimed. He stood near the stove, where a pan held a burnt pancake. "Those brats must've used this to trigger the fire alarm! How did we miss them?"

"If I'm correct, they must have some sort of powers," Wizard told him. "The blonde one was able to take a blast from my Wonder Gloves."

"Who cares?! They can warn the Avengers—"

"That's a negative," The Wizard cut him off, glaring in his direction. "I've blocked communications coming in and out of the tower. We just need to find them and subdue them. You and Dragon Man, go looking for them."

"What are you going to do?"

"I'm going to stay here and lockdown the tower," The Wizard took out a sphere. Seeing it made him back away in fear. "We don't have time to wait for the Sand to dry. This will speed up the process."

"But isn't that too extreme?" Trapster asked warily. "I mean, that's a—"

"Don't worry. This will kill two birds with one stone."

* * *

"We should be safe," Blake said as she locked the door to the lab. Behind her are Teams RWBY and JNPR. Like the villains they encountered, they were drenched. Thanks to their aura, their body temperature remained normal. But not for long unless they find a change of clothing.

Earlier, when Sandman attempted to grab them, Blake made a shadow take her place. Ren had sensed it coming and dived out of the way. While the Wizard bantered with their capture friends, they snuck over to the stove and burnt the pancakes that were. Blake knew from experience on a tropical island that when sand meets water, it ends up a mess. This also provided a distraction to the Frightful Four while they regrouped.

"I found some clothing," Ruby announced from a closet. Each of them took a pair of clothing then walked to another part of the lab. The boys made to follow but Weiss stood in front of them, hands on her hips and glaring at them.

"Are you two forgetting something?"

Jaune and Ren stared at her for a moment. Then realization flooded up to their cheeks as red as a tomato. Quickly, they turned around and faced the other wall.

"If you look, I will pummel you to the next week!"

"Same here Ren!"

"We won't!"

"Good for you!"

Several minutes later, they are changed into dry clothes. They were similar to the S.H.I.E.L.D clothing given to them, but they are darker and have more intricate designs. They suspected these might belong to Tony Stark. Fortunately, the pants are the correct sizes. Each of them also came with a note.

_If you are reading this, then this means that you've achieved the classic prank of triggering the fire alarm. Please wear this clothing and think about what you've done - Tony_

"Alright," Weiss said deciding to the matter at hand rather than wonder about Tony's sense of humor. She tossed the note pulling out her scroll. "So, what's the plan? Avenger's Tower has been taken over by a legitimate Supervillain team. Judging by the lack of signal, that Wizard fellow must be jamming communications. So, we can't contact the Avengers."

"It's obvious isn't it?" Yang cracked her knuckles. "We find them and kick their butts!"

"That's not a plan!" Weiss protested.

"It is in my book!" Yang argued. She showed them several locks of her hair, white paste still stuck in them. "That paste bastard got glue in my hair! That guy has to pay!"

"Yang," Blake tried to calm down her partner, but Nora didn't give her the chance.

"I agree!" Nora spoke with similar rage. "Thanks to him and his friends, they made my Ren burn my pancakes!"

"We can always make more," Ren tried to calm down his childhood friend.

"Your pancakes are priceless Ren! They can never be replaced!"

"Enough about the pancakes! We need to deal with the intruders."

"We need to contact the Avengers," Jaune said. "They need to know what is happening here. If we can make it outside—"

"Are you forgetting that we've got four supervillains inside the tower? Also, the fact that we are unarmed?"

"I can sneak outside."

"We can't let you go alone. What if you get caught?"

"ENOUGH!"

Everybody jumped because that came from the least excepted person out of all of them. All eyes turned to Ruby, who had a stern expression on her face. Her silver eyes glared at each of them in turn. Somehow, they found it uncomfortable.

"Look at us," She gestured to them. "Arguing around while there are a bunch of bad guys inside looking for who knows what! What would Captain America say if he saw us? I don't know what they are after, but we can't let them go. I say we take them down."

"That's my sister," Yang grinned.

"But the Avengers," Jaune pointed out. "They said to contact them if something goes wrong."

"Then we can't handle anything," She said. "It's like Yang said, we've been training for weeks! What have we got to show for it? We can't spend the rest of our lives on the sidelines. If we can't handle four supervillains, we can't save our planet! Much less defeat Kang. Do I even need to mention Salem?"

Everyone's face darkened at that. They remember what Kang said about Salem. The unkillable witch that haunted their world for thousands of years. If it weren't for his arrival, they would've labeled her the biggest threat that they would have to face. But the Avengers had fought against a god almost similar to her and won. If they can do it, why not them?

"Alright," Jaune said. "But we're going to need weapons."

"Leave that to me," She gestured around her. "We're standing right in the middle of the lab belonging to the greatest technological minds. There's plenty to use to make weapons. Just because we can't use the ones that Mr. Stark made for us doesn't mean we can't make our own."

"Just like back at home," Yang grinned. "So, what's the plan, Ruby?"

"First, we need to know who we are up against. Is there something in here that can give us access to the mainframe?"

"I spotted a computer," Jaune pointed towards a desk where a desktop is sitting. Blake walked over to it and attempted to access it, only to frown.

"Password protected," Blake said. She had already opened the desktop. "We'll have to hack it."

_"That won't be necessary."_

Blake jumped as a glowing blue iris appeared on the screen.

"J.A.R.V.I.S?" Blake asked. "You're still active?"

_"Stark keeps a private server whenever he makes a secret project,"_ The A.I explained. _"The Wizard is unaware, and he can't access it. I've uploaded myself to it to evade his malware when I attempted to initiate the safehouse protocol. Though it would seem he spared me the luxury."_

"What do you mean?"

_"Wittman has locked down the entire tower. Likely to prevent you from leaving the tower. He's also blocked incoming communications."_

"We've noticed," Blake said. "J.A.R.V.I.S, can you give us access to the… I don't know… Villain Database?"

_"All files on the Avengers and Villains they've encountered are in the Datacrux,"_ The A.I replied. _"I assume that you are going to throw caution in the wind?"_

"We need to know their weaknesses," Jaune answered over Blake's shoulder. "That way we can devise a strategy on how to take them down."

_"Stark said—"_

"Stark isn't here," Jaune firmly stated. "We don't have much time before they find us. So, you can either help us or we'll just have to go down to this Datacrux ourselves."

J.A.R.V.I.S said nothing.

_"Accessing the Datacrux now."_

Meanwhile, Ruby had been looking around the laboratory. She found what she was looking for. On a separate table is a disassembled Iron Man armor. Finding a toolbox, she got to work on it.

_"Miss Rose, I advise against that. Even if you repaired that Armor, it will only respond to Starks's DNA signature. It won't work for anybody else."_

"Oh, I know," Ruby replied as she finished disconnecting a repulsor gauntlet from the suit and put it on. "Rebuilding the armor isn't my intention."

"_Then what?"_

"Improvising."

* * *

"Dammit," Trapster muttered as he walked through the hallway. "Why do I have to be stuck doing this. With Dragon Man no less."

He wondered why the Avengers moved over to this infernal tower. Sure, Avengers Mansion got blown up, but they had Stark. With his dough, he can rebuild it from scratch. But instead, he chooses something that is ninety-three stories high. The lockdown may have prevented escape, but it didn't make searching for them easier. Dragon Man made it harder.

The guy in question is following him. Despite his power and strength, he had the brain of a domestic dog.

He kept sniffing the air, for what felt like the eighteenth time.

"Can you stop that?!" He demanded. The beast whined at being yelled at. "Oh for—You are a Dragon, not a dog."

"Excuse me?"

Trapster whipped his head around to see the white-haired girl standing there. Strangely she looked as if he didn't have a care in the world despite the situation.

"He may not be a dog, but it's not his fault that you can't do your job properly."

Trapster raised his paste-guns at her Behind him, he heard Dragon Man taking up a defensive position. He didn't fire right away. From what the Wizard told him these kids have powers. He won't shoot until he is confident that he can take her down. If it comes down to that, he has Dragon Man to take the blow.

"You just helped me missy," Trapster snarked. "Now are you going to make this easy or do I have to paste you?"

"Ugh, you sound like one of my teammates," She groaned. "How long have you've been saving that Paste Pot, Pete?"

That irked him.

"What did you say?" He slowly asked. His hands are shaking in rage.

"Paste Pot Pete," Weiss replied. "I believe that was your first supervillain name. Considering that your name is Peter Petruski, I can see the reason. I wonder though, why did you give it up? Is it because it was too ridiculous that you didn't want to show it?"

"It sounded more intimidating…" He growled.

"Not to me. Or anyone in fact. I mean, when was the last time you trapped something. I mean, as far as I'm concerned, you're the only guy who ends up getting trapped. If you ask me, Paste Pot Pete suits you better."

Trapster snarled. "That's it! I was told to take you alive, but that didn't mean I can't beat the living crap out of you!"

"Technically, you can't use the paste to beat people up."

"Shut up!" He roared as he fired his paste guns. To his frustration, the Blanchette evaded the streams of paste and ran down the hallway to her left.

"Curses! Dragon Man, after her!"

Dragon Man rushed forward in stomping strides. Trapster narrowly avoided his tail as it passed by him. The purple reptile rounded the corner….

…then slipped.

"What the—?" Trapster felt his frustration turn into confusion as he walked forward and peered around the corner. His eyes found the floor which had several strange symbols shaped like snowflakes. However, what got his attention was the sliding Dragon Man. The beast slid down the floor, flailing like a helpless child, and crashed through the wall.

"Okay…" He backed away from the symbols warily. "Not going down there…"

He felt himself jerk back. The canisters on his back tore away at the straps and he was sent flying down the opposite hallway and up against a wall.

"Ugh…" Trapster groaned as he fell to the floor. "Who the—"

His eyes met the red eyes of the blonde. In her prosthetic hand, she held the canisters containing the fuel for his paste-guns. She tossed it to the side and advanced on him menacingly.

Now Trapster felt scared. More so than any point in his life.

"Hey buddy," Yang gave a low growl. "Remember me? You put glue in my hair!"

She was on him now with a fist raised.

"You think you have anger issues, buddy. You haven't seen nothing yet!"

Then, all he knew is a pain.

Meanwhile, Dragon Man finally managed to stop sliding by digging his hands into the nearby walls. It slowed his momentum until his tail touched a wall, stopping him completely. The white symbol beneath him disappeared, allowing him to stand up.

"Hey there!"

Dragon Man swung his head to see two of the children that he'd been sent to find. The Black-haired girl and the magenta streaked male.

"Looking for us?" The male asked.

The answer came in the form of a stream of flames from his mouth. Blake and Ren dove out of the way. Dragon Man's flame breath followed Blake. Each time that the flames hit her, a shadow clone took her place. She got close enough to lay a small charge on him, disappearing when the Dragon Man tried to hit her.

Ren leaped up behind the beast and placed a similar charge on him. Dragon Man swung his tail to which the Mistral avoided. Snarling, he focused his attention on Ren. He was suddenly hit by another charge from behind. The raging dragon turned to see Jaune hefting another charge.

"You want some more?" He asked.

With a roar, Dragon Man breathed fire upon the boy. Jaune didn't move but braced himself. To the villain's utter astonishment, the boy didn't seem to be affected by the flames. The flames looked to be hitting some yellow barrier. It breathed even harder, sending brighter gout of flame. The flames burnt the floor around him, but still, it didn't affect him. In the dragon's mind, he thought that he could wear him down.

Jaune struggled to keep his aura up while bearing against the heat.

_ Come on… Just a little longer…_

Then, the flames stopped. Dragon gazed at him like he had grown another head.

"Seven minutes," Jaune groaned as he shrugged off the heat. "That's how long it takes for your fire breath to run out. After that, you need to 'refuel'. Thanks to that, we can do this without more damage. Also, we can trigger the fire alarm again."

As if on cue, the fire alarm activated again. Thanks to J.A.R.V.I.S, he was able to temporarily retake control of the fire prevention system. Jaune ran towards the Dragon Man and slid in between his legs. The Dragon Man turned and attempted to pursue when a painful noise filled his head. His roar of pain is short. As much as he wanted to thrash around, he couldn't. It paralyzed him. He wasn't the only one being affected.

"Hurry up!" Blake screeched her hands over where her cat ears are covered by the bow. Pyrrha hurried forward with what looked like a makeshift flamethrower. But instead of flames, it shot out a cloud of white mist that covered Dragon Man. Pyrrha kept this up for several minutes before lowering it. The Dragon Man stood frozen. Not in a block of ice like in the cartoons but frozen none the less. Pyrrha approached the frozen Dragon Man and felt its cold skin. Its eyes looked lifeless.

"Liquid Nitrogen," Pyrrha whispered. "This would certainly replace ice dust."

"I don't know whether or not the cold weakness is because of the fact of the android or that he's based on a reptile," Jaune commented as he looked at Dragon Man as if he expected him to break out. "Thankfully, Ruby helped design those sonic emitters to withstand cold. Even if he breaks out, he'll still be paralyzed."

"Let's never do that again," Blake groaned. Due to her Faunus heritage, she's also vulnerable to ultrasonic frequencies. She gazed at the Dragon Man sadly. "Even though he's an android, I still feel bad for him."

"I don't blame you," Jaune nodded. From the files, Dragon Man had been exploited by various criminals.

Footsteps sounded behind them. They turned around to see Weiss and Yang hurrying down the hallway. The latter's eyes reverted to their normal lilac.

"We got Trapster," Weiss announced. Then she glared at Yang. "Though our brute decided to blast him with his paste gun."

"Hey! He deserved it," Yang argued. "Anyway, two out of the Frightful Four had been taken out. Ruby finished up the weapon. It's time to pay the Wizard his overdue welcome."

* * *

"Not here either," The Wizard muttered as he tossed aside another empty cabinet. He had visited several rooms with no success in finding his objective. The latest one is what he assumed to be Starks, which he trashed with relish. But even in this room, he still didn't find the objective.

"Trapster. Dragon Man. Report."

He was only met with static.

"Trapster. Dragon Man. Have you found the children? Report!"

Still no response. Could they have been taken out? By children no less? Regardless, he can't dismiss this. If something went wrong with this job, then he knew what his employer would do to him if he failed.

Frowning, he floated out of the room and returned to the living space. The Typhoon Sphere that he placed had already done its job, scattering. Sandman is back to his dry state. The sand elemental had flexed his sandy muscles.

"What a day," He said in a gruff voice. "Fresh out of prison and I managed to get wet.:

"Don't fret Sandman," Wizard reassured. "Now that you are dry, y we can get down to business."

"Yeah, those punks!" Sandman growled as he formed a mallet from his left hand. Then he noticed that they were the only ones in the room. "Where the others?"

"They are…for a lack of a better term indisposed," The Wizard replied. "I've lost contact with them when I sent them to find the children. If I were to guess, I'd say we have underestimated them."

"You're kidding!" Sandman exclaimed. "You mean to tell me two of the Frightful Four got beaten down by a couple of snot-nosed punks?"

"Need I remind you of a certain wallcrawler?" The Wizard asked. "Which is why I focused on drying you, Sandman. We need to be prepared. Those children can be anywhere ready to strike—"

"NOW!"

All eyes turned just in time to see a blast of white energy hit The Wizard head-on, knocking him flat on his back. Ruby stood there with here with a red gauntlet aimed at him. From the design, it's obvious that it's jury-rigged.

"What the? How?" The Wizard demanded. "I know Stark. His Arc Reactor powers his technology."

"It was a simple manner of finding a substitute," Ruby answered, turning around to show an energy pack on her back. "Now are we going to do this the easy way or the hard way?"

"Who are you to threaten me?" The Wizard demanded. "Sandman! Get her!"

"Have it your way," She groaned. Then in a burst of petals, she dashed forward and socked him across the face. Thanks to the momentum of her speed, this provided her with enough force to send him flying to the next room.

"Boss!"

"Hey, eyes over here buddy!"

Sandman turned to see Nora standing on the other side of the room. _When did she get there?_

"Looks like somebody was dumb enough to come here unarmed," He smirked.

"Not exactly," Nora pulled something out from behind her back.

"What is that, a water gun?"

"Nope," Nora said with a small pop. "Something far worse."

"Worse?" He asked as his body shifted into the sand. "I'll show you worse."

He surged forward as a wave of Sand. Nora dove to the side and fired the weapon at him. Sandman felt some of his body become heavy, but he didn't care. He evaded every shot until he got close to her to reform. Forming both his hands into spiked maces, he brought them down upon the girl. Nora chose to evade just in time rather than let her aura take the hit. She rolled on the ground and fired the gun at him. He opened up holes in his body to evade the shots. Frowning, she turned a dial on the gun and fired. This time, instead of a stream, it fires a spray.

"That's right to keep firing little girl!" He shouted as Nora kept firing. "I've got plenty of experience with this sort of thing. That spray of water isn't going to cut it. It's a good thing that I learn from… experience?"

Suddenly, he couldn't move. Everywhere around his body, he could feel his body suddenly hardening. No matter what he did, he couldn't move a single grain. It's like they are stuck together. His eyes found the gun that Nora held. Now that he got a closer look, that thing looked familiar…

"Isn't that… one of Trapster's… paste guns?" Sandman asked before his head completely froze.

"Yep," Nora cheerfully replied. "Ruby took Pete's weapons and merged them into this big bad rifle! I would've preferred a grenade launcher, but we didn't have time. So, we settled on this glue gun. I know what you're thinking, why would we select glue instead of water? We figured that—"

Meanwhile, Ruby is facing off against The Wizard on the helipad. While her make-shift repulsors can't pierce his shield, she can at least knock him back. The Wizard retaliated by returning energy blasts, which to his frustration kept dodging by bursting into rose petals. He attempted a change of tactics by attaching his gravity discs to various pieces of rubble, those with a flat surface. The Wizard sent them flying after her, to which she dodged and weaved to avoid them. Two times, she had to smash small rubble she couldn't avoid. Eventually, The Wizard managed to get a shot at her. Unfortunately for her, it managed to pierce her aura and sting her in the torso. She fell on her knees as the debris' retreated.

"You think you can beat me?" He asked a hunched Ruby. "I'm one of the greatest minds in the history of man. While you were busy with my associates, I've been reviewing the energy field surrounding your bodies. I've adjusted my wonder gloves so that they can pierce it"

"Were," Ruby retorted. "I know all about you Mr. Wittman. You could've done so much for this world. But you gave it all up for the life of crime. And for what? All because the Fantastic Four and Avengers stole your thunder?"

"Not the Avengers, just Stark and Richards!" He snarled. "The world was focused on them that they have forgotten about me! After everything I've done, why should I be forgotten?"

"What have you done?" Ruby shouted back. "You abandoned your daughter all because she didn't develop powers. But when she did, you used her for your ends! Then you manipulate people for your Frightful Four! There's nothing good that you've done at all! You're nothing but a criminal!"

The Wizard snarled. He took out another Typhoon sphere. "I wasn't planning on using this, but you've asked for it. I'll show you what I accomplished!"

He threw it over to her. Immediately, it began encircling around her. As the pace sped up, so did the wind. The wind blew in her face as she felt herself lift off from the ground. Before she knew it, she was caught in a spinning tornado.

"Another one of my inventions. The Typhoon Sphere!" The Wizard called over the wind. "So, do you think I'm still a failure!"

"I never said that you were a failure," Ruby called over the wind. "I just needed to keep you distracted!"

"What do you—" The Wizard was about to ask but he was interrupted by something pulling on his Wonder Gloves. A faint black aura surrounded them. He watched as they were suddenly pulled off him. Then his helmet followed until he is being stripped of his armor piece by piece.

"No…" He whispered. Then desperation clawed up his spine and he reached out, desperately for the pieces of his armor. "NO!"

But it was no use. The only thing he grasped was thin air. They converged upon Pyrrha, who neatly stacked them into a neat pile with her semblance. She reached her hand over to stop the Typhoon Sphere. The wind died down, and Ruby fell with a groan.

"I'm sorry!"

"I'm alright!" Ruby picked herself off the floor. "Nora! We need the paste rifle. Now!"

"Nora?" Pyrrha asked over her shoulder. Nora emerged with the modified rifle.

"On it!" Nora grinned evilly as she fired a stream of glue upon him. Within seconds, Wittman is trapped in a blob of hardened paste. "And that's a wrap!"

Ruby sighed as she removed the damaged repulsor gauntlets and pack of her back. Out of the tower emerged the rest of her friends. She addressed Wittman.

"While your forcefield can protect you, it doesn't exactly prevent us from a more subtle approach," Ruby said. "I kept you distracted long enough for Pyrrha to figure out if she can remove your armor. Once she could, it was a simple manner stripping you down. You're finished!"

"Oh yeah! the Wizard is pasted!" Yang smiled at her pun while the others groaned.

"Just send me to prison already," Wittman voiced his sentiments.

"So, what do we do?" Jaune asked. All eyes turned to Ruby, who nervously chuckled.

"I'm going, to be honest. I haven't thought that far ahead."

"Of course," Weiss sighed. She pulled out her scroll. "I'm going to contact the Avengers. Blake, can you contact—"

She was interrupted by the sound of jet engines. They looked up to see a very familiar quinjet descending onto the helipad. The ramp lowered and the Avengers walked out. Their eyes found the wreckage and the trapped Wittman. All eyes turned to the students, who nervously chuckled. Tony is the first to break the silence.

"So... Anybody wants to explain?"

* * *

_A few minutes later, the conference room..._

"I hope you realize how severe this is," Steve sternly addressed the teenagers after they had recounted the assault on Avengers Tower. They sat at one end of the conference table while the Avengers occupied the other. A call had been placed to S.H.I.E.L.D for the pick-up of the Frightful Four. "You were told to contact us if anything happened."

"But you were busy with Squadron Supreme," Ruby weakly pointed out. "We didn't know what they were looking for and we couldn't let them get away. "

"That didn't mean we couldn't spare any other Avengers," Steve said. "Think about it. What if you were beaten down and they've gotten away? Have you considered a backup plan for that?"

They all fell silent.

"Overall, a good job."

The-huntsman-and-huntresses in training felt their eyes widen in surprise and lookup.

"You took action and managed to subdue the intruders," Steve said, smiling. "An important thing in the field is decision making. We don't know what would happen if the Frightful Four had found what they were looking for."

"S.H.I.E.L.D has been looking for the Frightful Four ever since they've broken out of the Raft," Natasha voiced in. "As you've probably read from the files, this isn't the first time they've broken out. They'll be expecting a warm welcome back by the warden."

"Not to mention the fact that we caught several villains in one night," Tony said, he had sheathed his armor. He directed his attention to Ruby. "I'm impressed with your ingenuity Ruby. You reversed engineered Trapsters paste pistols into a paste rifle. Not to mention you built sonic disruptors on the fly. If you apply for Stark Industries, I would hire you."

"Aw, it's nothing," Ruby bashfully scratched her cheek.

"But you guys still have to clean up the mess you've made."

The teens groaned.

"Oh, come on!" Yang complained. "They invaded the tower. It's not our fault that most of the place is trashed."

"But most of the damage was done by us," Weiss pointed out. "Regardless of our intentions, the damage is still damage."

"Collateral damage," Clint said with air quotations. "The best damage is no damage. Until you guys learned to lessen it, you'll still be cleaning up. I believe Fury mentioned it?"

"Yep," they replied with a small pop.

Tony smiled and got up and walked to the door. "I've got to go account for the damage the reverse-fantastic-four did. You guys keep showering them with praise."

"By the way, Mr. Stark?"

"Yes?"

"Do you know what the Frightful Four were looking for?" Ruby asked. "From what we could tell, they didn't seem successful in finding it."

Tony said nothing for a moment. "I'll be honest, I don't know Riding Hood. Hopefully, nobody will find out."

Tony walked out of the room, leaving RWBY and JNPR alone with the rest of the Avengers. While he didn't admit it, the Frightful Four helped them regarding their training. They were planning a simulated exercise with a mock battle of supervillains.

"Looks like they're ready," Tony said as he walked to the ransacked kitchen and picked up one of the mugs on the floor. Reaching a finger inside, he pressed a concealed switch inside it, opening a secret compartment.

"Got to admit, hiding this in plain sight paid off," He murmured as he pulled out the object.

It was a glowing yellow stone.

* * *

_Latveria_

"You have failed, Mr. Wittman," Victor Von Doom addressed an imprisoned Wittman over the screen. He is communicating with him through a modified LMD. S.H.I.E.L.D decommissioned most of them after an incident involving one going rogue. However, he managed to gain control of one and reprogrammed it to behave like a regular agent. Under his orders of course.

It was how he heard about the Frightful Fours failure.

"I apologize, sir," Wittman cowered at the tone. "We've encountered an unexpected altercation."

"I've noticed," Victor said as he remotely accessed the Wizard's helmet. He brought into focus several photos that caught his attention. "However, consider your release payment."

"Pardon?"

"Your payment for this job," He clarified. "Something way better than money. Expect to be released in about a fortnight."

"My lord…I'm grateful for your mercy. What have I done to deserve such grace?"

"Despite your failure to bring me the objective, you may have provided me with something more valuable. Information."

With that, he cut the transmission. Dr. Doom knew that eventually, the Avengers and S.H.I.E.L.D would find him. It's a good thing he had already taken precautions when he hired the Frightful Four. In a few hours, they would forget everything about being hired and the job in question. He turned his gaze to the photos he picked out. Several of them involved the children that foiled the job he hired the four to do. The lord of Latveria focused intently on the photo where they are crowding over the imprisoned Wizard.

"It would appear that the Avengers have brought new players to the fold," He commented. Taking his seat. In front of him is a table with a chess set. He reached forward and grasped a black pawn piece. "I look forward to getting to know them. To see their capabilities."

Dr. Doom places the pawn forward, awaiting his opponent's next move.

**[~][~]**

**Thank you all for reading. It took a while but I manage to get this done. I hope you enjoyed it. Teams RWBY and JNPR have defeated their first supervillain team. What does that say in the future? Tune in next time. In the meantime, while on break, I will be working on another crossover. Anyone who is a Jojo fan stay tuned.**

**Q&A:**

**the mysterious Mr.E: Wait and see.**

**jb4280218: I do have plans for the X-Men, but that will happen later in the future.**

**That's all folks! Happy Thanksgiving**


	7. File: The Avengers

**Scanning…**

…

…

**Director Nicholas Joseph Fury Jr.**

…

…

**Accessing S.H.I.E.L.D File: The Avengers**

**Events Leading:**

**May 6, 2011 – **S.H.I.E.L.D satellites have picked up a wormhole within New Mexico. Agent Phil Coulson has been dispatched to investigate. Upon arrival, he and his team have found a crater site where the wormhole originated. At the center is a hammer labeled a 0-8-4. A perimeter and base of operations has been set up around the area. A team led by Professor Elliot Randolph has been task with identifying the hammer

**May 7, 2011 – **Confiscated the research and materials of Astrophysicist, Dr. Jane Foster. The same night, an unknown man infiltrated the base and managed to take out a dozen S.H.I.E.L.D personnel with various fighting styles (See Footage). The intruder made his way to the hammer, where he tried and failed to lift it. Suspected of knowing the nature of the hammer, he has been taken in for interrogation, with no resistance.

Interrogation proved unsuccessful and interrupted by the arrival of Erik Selvig, a colleague of Jane Foster. He claimed the man is 'Donald Blake', a member of his scientific staff. An agent confirmed his story while running the database, finding a falsified document. They are released while Coulson ordered a team to shadow and monitor them.

**May 10, 2011 – **Agent Jesper Stillwell discovered another potential crater site from a wormhole. Coulson and a unit of S.H.I.E.L.D personnel went to investigate. They found a gigantic automaton of unknown origin. Contact failed when it attacked.

Coulson is among the survivors and pursued the automaton. There he saw 'Donald' gain mysterious supernatural powers. IT wasn't until he summoned the hammer to defeat the automaton that Coulson identified 'Donald' as Thor, the Norse god of thunder and prince of Asgard. When confronted, Thor offered his services under condition that all research and material are to be returned to Doctor Foster. Before he can be debriefed, Thor flew away with the aforementioned doctor.

The automaton is later taken to a secure S.H.I.E.L.D facility.

**July 22, 2011 – **Steve Rogers A.K.A Captain America (see file) has been found after 70 years of missing in action. An excavation team found him in the wreckage of the HYDRA plane _The Valkyrie_, where it crashed in the arctic. He has been taken to New York to rehabilitate. It proved unsuccessful as he woke up and escaped to times square. Director Fury is able to convince him they are not enemies.

**May 4, 2012 – **Director Fury, Deputy Director Maria Hill, and Agent Coulson arrived at a secret S.H.I.E.L.D facility where scientists are studying the Tesseract (See File on Tesseract). The Tesseract activated, by an outside force, and opened a portal. A man appeared, armed with a scepter of unknown origin. The stranger displayed powers similar to Thor, and later he identified himself as Loki, the god of mischief and brother of Thor. He made it clear that he wants the tesseract and to conquer earth after attacking S.H.I.E.L.D personnel and putting several under his control. Loki escaped with the Tesseract and the base is destroyed from the portal's collapse.

This incident is what activated the Avengers Initiative.

Agent Natasha Romanoff, AKA Black Widow, went to Kolkata, India to recruit Bruce Banner AKA the Hulk (See File). Coulson went Stark Tower to recruit Tony Stark, AKA Iron Man. Nick Fury went to New York to recruit Captain Rogers, who has been undergoing rehabilitation with the modern era. Each of the candidates, minus Stark, has been escorted to the S.H.I.E.L.D Helicarrier.

Loki has been located at Germany. Agent Romanoff and Captain Rogers have been dispatched to apprehend them. Tony Stark arrived and provided assistance in subduing Loki. While Transporting the prisoner, the Quinjet is intercepted by Thor (see file). Thor proceeded to take Loki from custody, which lead to a brief altercation with Stark and Captain Rogers.

After arriving on the Helicarrier, Thor revealed what he learned from Loki. He has an army called the Chitauri, a race of shapeshifting aliens who have attempted to conquer earth (see file on subject 1-6-10). According to Loki, they have attempted to conquer Earth in the past by supporting the Nazi's, notably HYDRA. They call themselves "the immune system of the Universe" and wipe out disorder and free will wherever they find it. They prefer to act behind the scenes, but when Captain Rogers had foiled their attempts in the past, they withdrew to plan an invasion. Loki promised them earth in exchange for being their leader, to which they agreed to. Now all they need is for the Tesseract to be activated so that the invasion can begin.

While looking for the Tesseract, the Helicarrier came under attack by a compromised Clint Barton AKA Hawkeye and several personnel revealed to be Chitauri. The engine became unstable and Loki is set free. Stark managed to do maintenance on the engine with assistance from Captain Rogers. Agent Romanoff subdued Agent Barton, returning his mind to normal in the process. Loki escaped, presumably to where the tesseract is—Stark tower. He had Dr. Selvig build a device to harness its power. A portal opened, ushering in the Chitauri.

**Battle for New York:**

The team compromising of Captain Rogers, Tony Stark, Thor, Bruce Banner, Agents Romanoff and Agent Barton are the first to respond.

Clint and Stark set up a perimeter to destroy any Chitauri ship that goes past them. Thor slowed down the advance of the Chitauri with his lightning. Captain Rogers, Agent Romanoff, and the Hulk fought on ground while getting the civilians to safety. They were able to handle the brunt of the invasion, but even with the arrival of the national guard, it won't end until the portal is closed.

After subduing Loki, a freed Dr. Selving revealed that he built a failsafe into the device. To close it, they needed a similar energy source which is Loki's scepter. However, the World Security Council ordered a nuclear missile strike on Manhattan, ignoring Director Fury's protests. Fury ordered Stark to intercept the missile and guide it throught the portal towards the Chitauri command center. The missile struck it, resulting in the disabling of all remaing forces on the ground while the portal closed.

Thus, the invasion of earth ended.

**Aftermath:**

New York has suffered extensive damage from the invasion. Not just to infastructure, but to the people. The invasion showed the world that they are not alone in the universe. The tesseract has been taken by Thor as he escorted Loki back to Asgard.

Several of the Chitauri warships had escaped the perimeter and inavertedly caused a breakout at some of the biggest S.H.I.E.L.D prisons for super criminals (see The Vault, The Cube, The Raft, and The Big House). A total of 75 super criminals have broken out.

The team had an encounter with former S.H.I.E.L.D scientist Doctor Franklin Hall, AKA Graviton. Mentally unstable, he wreaked havoc on a ruined New York in a crazed attempt at vengeance on Fury, who he blamed for imprisoning him a t the raft. This forced the team to fight again. They had difficulty holding off his newfound control over gravitational forces until Thor rejoined to fight.

After subduing him, they realized that Earth will always need heroes to fight the battles that S.H.I.E.L.D wouldn't be able to fight off. So, they decided to stay together and officially form the Avengers.

**[~][~]**


	8. Interlude: RMH! Chibi 1

*Happy, up-tuned, jingly version of Fight as One theme*

**Remnant's Mightiest Heroes! Chibi!**

* * *

_Interrogation File: RWBY_

* * *

"Hey, guys!" Ruby walked into the room that she and the rest of team RWBY shared. In her hands, she carried a plate of cookies. "I got some treats for every…body…"

She nearly dropped the plates as she looked at the state of her teammates. Blake

"Oh, my goodness! What happened to you guys?"

"Hey Ruby," Blake rubbed her eyes. "We just came back from interrogation class. Today, we simulated that we are captured, and our enemies are torturing us for information."

"Torture? You mean like inject us with a truth serum, threaten us with physical violence?"

"Not that kind of torture," Blake muttered. "Turns out that isn't the only way to get information out of someone."

* * *

Blake sat handcuffed to a chair. In front of her, her interrogator utilizing a grill to cook. A smell drifted towards her, further tantalizing her. When he turned around, he held the roasted trout in front of her.

"Ready to talk?" He asked.

"I'll tell you anything, just give it to me!" Blake said as drool trickled from her mouth, her hands struggling against the restraints.

* * *

"In the end, I failed," Blake moaned. But deep down, she had no regrets about the fish. "You should ask Weiss about hers."

"Weiss?" Ruby turned to her white-haired teammate. Now that she got a closer look, she was stroking a white rabbit soothingly. When Ruby directed her attention on her, she tensed up.

"I don't want to talk about it…"

* * *

"NOOOOOOOOO!"

Weiss screamed as her interrogator lowered a cage into a huge cauldron of boiling water. Inside the cage are fluffy bunnies who are surprisingly calm despite their predicament. Weiss is tearing up at their misfortune.

"I'll talk, I'll talk! Just don't let them die!"

* * *

"Why don't you ask your sister?" Weiss said and at that moment, Yang had exited the shower. She had her fingers running through her hair. Red eyes glared at her when she was about to ask.

"Don't…" She warned before marching over to her bed and plopping down. Ruby looked at the others. They answered for their blonde teammate.

* * *

"You know how she gets when someone messes with her hair?"

"Quit it!"

Yang is strapped to a chair while her interrogator did her hair. Try as she might, she can't escape the restraints as she added pink dye to the strands. Her eyes are red with rage as she felt her hair become violated.

"I can stop if you want me to, you just have to tell me everything."

"Go to hell!"

"Hell, …so you want to go for the hellfire look? I can do that. Just let me get the red, orange, and yellow dye for the flames. Though I don't think we need yellow…"

"AAAARRRRGGG!"

* * *

"In the end, she told them everything," Blake said. She sighed. "S.H.I.E.L.D certainly can do their job."

"I was just thinking," Weiss suddenly said. "How did they know how to make us break?"

Weiss and Blake, we're silently debating as Ruby let out a nervous chuckle.

"…Blake likes eating fish and my sister doesn't like her hair to be messed with," Ruby finished. "Just please don't cut her hair, she'll be very mad."

"Don't worry Ruby," Fury said. "We won't go that far."

He pushed forward a plate of cookies.

"Thank you for your cooperation."

* * *

_Shield of Faith_

* * *

"And I said…now that's a katana!" Ruby said as she and her friends entered the training arena. They stopped when they saw something sitting in the center.

"Hey…" Weiss scrunched her eyes. "…isn't that…"

"Captain America's shield!" Ruby exclaimed as she burst forward in a flurry of petals. She picked it up and began rambling about its many properties.

"Ruby, we shouldn't be touching that!" Blake said, coming forward to yank the shield away from her. "Just what is it doing here?"

"Maybe Cap forgot about it," Jaune said, taking it from Blake. "My team came from his class earlier."

"We should probably give it back," Pyrrha said, but then Nora took it.

"Or we could…"

* * *

_Several minutes later._

"So, you decided to play frisbee with it, use it as target practice and then…" Captain America listed off the many things they did with his shield while a raised eyebrow. Behind him, Coulson was glaring at the dejected RWBY and JNPR.

"We're sorry…" Ruby apologized.

"You can apologize when you run laps," Coulson snapped, incensed that his idol lost his shield _again_. "In the meantime, _where is the shield?_"

"Well…" Ruby couldn't finish as the door banged open for Tony Stark in his Iron Man armor. He held Captain America's shield in his hands.

"Hey Cap," Tony held it out to him. "This hit me when I was fighting the Frightful Four. Any Idea on how that happened?"

* * *

_M.O.D.O.__

"Hey guys," Jaune said as he sat with his friends during lunch break. He held out a newspaper in front of him. "The Avengers took out M.O.D.O.K again."

"Who?"

"You know those A.I.M guys who almost put us on the dissection table? Turns out he's the leader."

"You mean that disgusting floating head?" Weiss said with a look for emphasis. "What kind of name is that anyway?"

"It's actually an acronym," Ren clarified. "The Mental Organism Designed Only For…

* * *

_Kickball_

"Hey, stop that!" M.O.D.O.K cried as the Avengers and huntsmen-and-huntress'-in-training kicked him all over the field. "You will all suffer my—OW!"

"Pass it over here!" Yang shouted.

"Coming right at you Goldie locks!" Hulk shouted as his big green foot punted M.O.D.O.K across. Yang punted it back at him, who proceeded to pass it over to Thor.

"I say, this Kickball sport is quite exhilarating!"

"Pass it to me!" Nora shouted.

_Kindergarten_

* * *

"A, B, C, D, E, F, G," M.O.D.O.K sang to the toddlers. They sang along with him in perfect unison.

"H, I, J, K, L, M, N, O, P!"

"Q—"

"Are you done?" A mother asked, fear in her voice. Behind her are several more concerned mothers.

"U isn't after R," M.O.D.O.K declared. "Kids, could you tell your mothers what letters come after the letter R?"

"S, T, U, V, W, X, Y, and Z. Now I know my ABCs, next time won't you sing with me?"

"Sing it again!" M.O.D.O.K declared as his forehead glowed. "This time, your mothers shall join in our song. From the beginning…"

* * *

_Kissing_

"Eww!" Weiss shouted as she and Pyrrha backed away from M.O.D.O.K, who is puckering his lips. Behind him are the female member of their teams. Each of them is dazed and have a big smooch mark on their faces.

"I will use the power of love to conquer all!" He declared. "I will start with you!"

"This is not how I thought I get my first kiss!" Pyrrha shouted.

"Let's stop there!" Pyrrha shouted. The female members shared her sentiment and covered their mouths in disgust.

"So, what does the 'K' mean really?" Weiss asked.

"The Avengers told me it's Killing," Ren said, which got them gasping from the ominous name. Weiss, however, had a scowl on her face.

"That doesn't make any sense," Weiss snorted. "Because they told me it's for 'Knitting'.

* * *

_Twelve Days of Christmas_

_ On the first day of Christmas, my true love gave to me a partridge in a pear tree…_

A partridge sat peacefully in a pear tree. A sneaky Nora creeps up to it and tries to take one of the pears.

"Come on…pear pancakes are just an arm's reach…"

A twig snapped, waking up the Partridge. Upon seeing Nora, it flew down and attacked her.

"OW! OW! OW! OW! OW"

_On the second day of Christmas, my true love gave to me two turtle doves…_

"Are you kidding me!" Clint shouted as he fired another arrow at the Turtle/Dove hybrids that snapped up at him. He stood on top of his seat as he kept his distance from the fiendish turtles.

"I swear…I'm going to get Barbara for this…"

_On the third day of Christmas, my true love gave to me three French hens…_

"Bonjour! Bonjour! Bonjour!"

The hens raised a wing in greeting upon a stage. Teams RWBY and JNPR sat on front row seats.

"They're so cute…" Weiss squealed.

"Shh…" Blake shushed as the Hens began shuffling their feet, somehow making the sound of snapping fingers as the music began to play. "it's starting…"

"Swinging Belleville Rendez-Vous…"

_On the fourth day of Christmas, my true love gave to me four calling birds…_

Weiss is walking down the hallway when she felt her scroll buzz. She took it out and saw the caller I.D. Hawkeye.

"Hello Clint," She said as she accepted the call. "What can I do for you?"

"Hey, Weiss…did you get any calls from the walls?"

"You mean Mockingbird, Falcon, and somebody name Songbird, then yes," Weiss said with a scowl. "I've been getting some crank calls from them lately! It's not even funny!"

"I'll talk to them," Hawkeye promised over the phone. "This nonsense has gone on long enough."

"Thank you, Clint."

"Can you help me find someone in return?"

"Sure…who are you looking for?"

"Agent Nutt. Her first name is Ima to avoid confusion."

"Ima Nutt…?" Weiss asked dubiously. Then she heard chortled laughter on the other line.

"YOU WERE IN ON THIS?!" Weiss shrieked into her scroll, but the call had already ended.

In another room, the four bird heroes were laughing uncontrollably.

_On the fifth day of Christmas, my true love gave to me five golden rings…_

"Here you go!" Nora gave a couple a golden ring. "You're our fifth customer! So, you get this one at half price!"

"Thank you!" The husband was about to give her money but saw an angry Yang behind her. Immediately he fled, dropping the money.

"Well…can't stop true love," Nora whistled as she picked up the fallen money. It was only when she turned around that she found Yang glaring at her. Upon a closer look, a few strands of hair are missing.

"Yang…uh…I can explain…!"

Wham!

Nora fell to the ground with swirly eyes as Yang stomped off.

_Seven Verses Later…_

"Ahhh!"

Ren ran from several geese as they threw their eggs at him. Weiss and Pyrrha are fending off seven swans as they honked at them. Ruby and Yang ducked behind a wall as they are under fire from assassins trying to kill them with blow darts. Blake is doing the tango with nine ladies at the same time. Jaune dodged and weaved between several lords leaping to and through before getting kicked in the head by a cow.

At that moment, Fury opened the door.

"What in Sam Hill is going on?!"

"We were doing some training until this happened," Weiss shrieked as she evaded a leaping lord.

"Override training protocol Charlie Idaho!" Fury shouted. The simulation stopped and pixelated until it faded. Teams RWBY and JNPR picked themselves up. They lined up to face the angry director.

"Explain."

"We wanted to train in a different way," Weiss explained. "Ruby thought it would be an ingenious idea to turn a Christmas carol into a training program!"

"I said I was sorry…" Ruby mumbled weakly.

"Regardless, don't ever do that again!" Fury said. "Leave the programming of the simulation to the professionals. Otherwise, you'll cause some irreversible damage."

"Yes, sir…" The replied.

"At least we stopped before the twelve drummers drumming part of the simulation."

"Who said that the twelve drummers were a simulation?"

The teen's eyes widened and turned around just in time to see twelve drummers playing their drums. The looks they had been murderous.

"Oh, shi—" They didn't get to finish before they were hit by a shockwave of compressed sound.

**[~][~]**

**MERRY CHRISTMAS!**

**Hey guys, how's life! I know that you are getting bored about this chibi thing, heck, I can write even better jokes than this crap. I gotta admit, those girls are going to be one hot momma when they grow up…**

**Anyway, let's hit the Q&A:**

**The mysterious Mr.E: yes indeed, this is going to be a combo of sugar, spice, and everything nice! We just need to see what else is going to be there! Just one thing, you realize that Mr.E is Mystery in creative writing right? What's so mysterious about a mystery that's already a mystery. But I suppose that's one mystery that should remain unsolved.**

**Door to Nowhere: Oh, you are definitely going to expect some Deadpool! Just not in nowhere mind you.**

**Chaldea: Yes, we are all aware of the poor souls in Nanking. Don't worry about the guys responsible, they ended up at the end of my…**

**Hey, what are you doing!**

_**Oh, crap nuggets!**_

**Deadpool! What are you doing! Get the hell away from my Laptop!**

_**Whoops! I better go! Too da loo!**_

** Ugh! Why didn't he stay dead when he fought the Mask in Death Battle? Anyway, I apologize for all that. Anyway, I hope you enjoyed this. Thank you for your support.**

** Merry Christmas and Happy Holidays!**

_**Feliz Navidad!**_

**DEADPOOL!**


	9. Good (and Bad) Tidings We Bring

**Remnant's Mightiest Heroes!**

**Chapter 7: Good (and Bad) Tidings We Bring**

**[~][~]**

_The Raft, Rykers Island_

The prison called the raft is one of the best-known security prisons in the world, located near New York City. Originally, it was deep underwater, the entrance was a small garbage barge. It was created to contain the most dangerous supervillains ever captured, with a cell designed to each specific villain and shuts down their powers if they have any. It was destroyed by Graviton after he escaped during the aftermath of the Chitauri invasion. After the Avengers recaptured him, it has long since been relocated to Ryker's Island.

They once used ferries to transport their prisoners, but after numerous breakouts, they opted to change to Quinjets. The Quinjets will drop off their prisoners and then fly back to the S.H.I.E.L.D helicarrier to await new orders. Landmines have been placed in the water surrounding the Raft. In case this fails, courtesy of several scientists including Stark, a forcefield generator has been built to activate the moment an emergency occurred. No one gets in or out until it is passed. That way, the prisoners won't be able to escape.

Or so they thought. There are always flaws in the design.

John Walker, the warden, watched as the S.H.I.E.L.D-issued Quinjet landed on the runaway. He wore military pants and a shirt with a star on his left shoulder. A security guard wearing a grey uniform exited the aircraft. He wore a gray cap that covered his upper face. Hanging on his right side is an issued electrical baton. On his right side, he had a name tag labeled 'Anthony Blasters'.

"This way!" He barked. Slowly a line of the latest batch of criminals walked down a ramp and onto the ground of their prison. Each is wearing a classic orange jumpsuit for prisoners and metal shackles and collars that prevent them from using any powers. Three of them happened to be familiar residents of The Raft.

"Bentley Wittman, William Baker, and Peter Petruski," John Walker drawled. "Back so soon? I was sure you would've robbed a bank when you broke out. I didn't expect you guys to be stupid enough to try and break into Avengers Tower."

The three members of the Frightful Four grumbled but didn't say much. Dragon Man had been sent to another place. John turned to their guard.

"Take them away. Put Baker back into his usual cubby hole."

"Sure, thing warden," Anthony replied in a deep voice. He turned to the convicts. "This way! Oh…and welcome to your new home to the new guys."

As he led them away, no one noticed the smug grin on his face.

* * *

_New York_

"Are we there yet?" Ruby asked as she and her friends are walking down the streets of New York.

"For the last seven times no," Weiss said as she held her scroll in front of her. "We won't get there if you keep asking!"

After cleaning up the mess of the aftermath of last night's incident, Teams RWBY and JNPR went straight to sleep in the guest rooms. When they woke up, J.A.R.V.I.S announced that they are to follow the directions uploaded to their scrolls after breakfast. There was also a message to stay out of trouble. The Avengers were nowhere to be found. They walked out of the building and began following the directions four an hour.

"I wonder why they left," Nora wondered, nibbling on the last pancake that she had brought along with her.

"Maybe to set up our final exam?" Jaune wondered. "That may explain why they gave us those directions. They must have picked an appropriate field that's away from people."

"After the incident last night?" Yang asked, a little incensed. "Can't they at least give us a break?"

"This is the real world, Blake," Pyrrha defended her leader's claim. "Even if we are still exhausted, we have to expect something to interrupt us."

"She's right, Yang," Blake said to her partner. Stark had given her a headband that utilizes holographic technology to hide her cat ears to avoid attention. "We have to expect an attack coming our way at any time."

"Besides, take a look around us!" Weiss twirled around with her arms spread. "We get to see New York City on the ground level."

"You saw New York when Natasha brought us here," Blake said.

"But it's on the ground that matters," Weiss insisted. "It's so peaceful and…"

At that moment, they heard a boom from a few blocks away. Their heads whipped towards the source. Civilians screamed as they ran from a smoking bank. Out of the smoke emerged men in black suits. Their faces are covered with Japanese styled masks with long underbites. They held guns which they fired into the air as a warning to anyone foolish enough to get close.

"Peaceful, huh, Weiss?" Yang grinned.

"Shut up, Yang."

An armored truck pulled up in front of the bank. From the back exited two more of the robbers. But this time, there was a third man. Unlike the others, he didn't wear a mask. Rather, it looked as though he stepped out of the negatives of a film. His suit and hair are white in contrast to his black skin. In his hand, he carried a sword.

"Mr. Negative," Blake announced as her scroll displayed the information on the man. Another upgrade to the scrolls Stark made is that they are connected to the Datacrux. The database contains information on villains. "Also known as Martin Li. He and his parents immigrated to the United States. Diagnosed with an unknown medical condition, he got injected with an experimental serum codenamed 'Devil's Breath'. The treatment altered Li's physiology, granting him superhuman abilities and causing an explosion that killed his parents. He once was a leading philanthropist for F.E.A.S.T. Now he is the leader of his own Triad, nicknamed 'The Inner Demons', which are immigrants that are corrupted by his powers."

"I can see why," Yang sarcastically stated, reflexively going into a fighting stance. She felt a hand on her shoulder and found Ruby shaking her head.

"No."

"What?"

"There are too many civilians Yang," Ruby pointed out. Her sister followed her gaze. Sure enough, there are still stragglers.

"They'll be caught in the crossfire," Blake said. "Even with our aura and semblance, we can't take the risk of them getting hit by a stray bullet."

"So, you want us to do nothing?"

"No," Ruby said. "We just have to play it smart. That's how we beat the Frightful Four yesterday."

Yang sighed. "Alright"

"So, what do we do?" Ren asked.

_Thwip!_

Suddenly, something white attached itself to an inner demon and he was yanked from the ground and into the sky.

"What!" Mister Negative turned as more of his men are being taken out. One of them crashed into a car next to the huntsmen-and-huntresses-in-training. Pyrrha bento down to touch the substance with a finger, finding it to be sticky.

"Is this a web?" Pyrrha asked.

"Spiderman is here!" Mister Negative shouted.

"That's a negative."

A figure landed on top of the armored truck. She wore a suit that is white at the shoulders and black from her chest to her blue soled feet. Purple webbing designs are etched underneath her upper arms. A white hood is drawn over her head, two white-sheened eyes outlined with purple glaring at the robbers.

"Though with a name like Mr. Negative," The newcomer continued, sounding cynical. "I shouldn't be surprised."

"Ghost Spider!" Mr. Negative shouted, drawing his sword. Before he could charge at her, Ghost-Spider aimed her hand and pressed the middle and ring fingers against her palm. A stream of web flew out of her wrist and flew and wrapped him up like a cocoon. It wasn't long before the Inner Demons began firing upon her. Somehow, she dodged every bullet like she knew it was coming. Leaping and twisting in midair. She returned fire with her webs, ensnaring them in a cocoon.

One of the Inner Demons aimed a bazooka at her and fired. The projectile split into a net that nearly enveloped her if she hadn't dodged it. Ghost Spider did a flip in mid-air and ensnared the man in a cocoon. With a tug, she threw him into another inner demon and encased them in webs.

Meanwhile, with a surge of dark energy, Mr. Negative had broken free of his restraints. He quietly crept up behind Ghost Spider who didn't seem to notice. When he brought it up for a downward slash, she backhanded him with enough force to send him into a wall. He slid down and fell unconscious.

Except for their boss, every Inner Demon is tied up in her webs.

"Next time choose quality over quantity," Ghost Spider coldly said to Mr. Negative as she fired a web up into the air. It attached itself to a building near her and she pulled herself upwards. As soon as she gained enough height, she spread her arms out to allow a web-like membrane from her elbows to her knees to unfold. Soon, she was gliding through the air like a flying squirrel.

Teams RWBY and JNPR watched her go with flabbergasted looks, ignoring the sounds of the struggling Inner Demons and the sirens of the coming police. Nora was the one who broke the silence.

"That was awesome! I wonder if we can be friends?"

* * *

"So how does she shoot those webs?" Ruby asked excitedly. They had resumed walking after they confirmed that Mr. Negative and his Inner Demons aren't going anywhere. Their discussion had been about Ghost Spider fighting the criminals. "Does she have a device underneath her wrists somewhere?"

"I thought you had a thing for weapons," Weiss asked her partner. "It's just webbing that she shoots out."

"Don't you see? A spider's web is five times stronger than steel! A pencil-thick thread is capable of stopping a Boeing—747 in full flight! Imagine what it can do on a human scale."

"She could be someone with animal features," Blake speculated. "I mean, earth has its share of superhumans with animal features and powers. Even if they aren't faunus."

"Like that Grizzly guy," Nora perked up. "Scott told me about him. He has a suit that looks like an actual grizzly. So realistic that it looks like he is peering out from the bear's mouth."

Everyone gagged as the image of that came into their minds.

"Hey, guys…" Jaune said, drawing everyone's attention. On his scroll, the arrow became an x with the title 'You have arrived at your destination'.

They arrived at the gates leading to a three-story red-bricked manor. Similar colored walls surrounded the lawn lush with trees and bushes. Despite looking like it's abandoned, the lawn was well kept.

Teams RWBY and JNPR walked before the double oak doors leading into the mansion. They do not doubt that whatever is inside will finally decide if they were ready. Ruby turned to face the others.

"This is it guys," Ruby said in a determined tone. "Our final exam…Is everyone prepared?"

Everyone nodded with a serious expression. Ruby pushed open the door and together, they entered the manor…

"Welcome!"

The lights turned on at that shout. They were expecting a mock battle between them and the Avengers. So, it is to their confusion that the Avengers stood before them in greeting, a banner that said 'Congratulations' hanging above them, or in the case of fliers like Captain Marvel, beneath them. Some of them they recognize from Bootcamp like Captain America, Iron Man, Black Widow, and even Nick Fury is there. There are others that they aren't familiar with. They all held cups of beverage in greeting towards them.

"What took you so long?" Nick Fury asked. "I was getting worried Stark gave you the wrong directions."

"You underestimate J.A.R.V.I.S Fury," Tony replied. He stood without his armor on, dressed in a black t-shirt and jeans. His drinking glass is raised to them in greeting "Anyways, welcome to Avengers Mansion."

"Avengers Mansion?" Yang asked with a smirk. "Whatever happened to Avengers Tower?"

"This was our original headquarters back in the day," Tony answered. "It was originally my family manor until I donated the mansion to the Avengers. After M.O.D.O.K and Red Skull destroyed, however, we moved it to Stark tower. We spent so much time up there that we decided to move in and began calling it Avengers Tower."

"Wait," Pyrrha had a confused look on her face. "Why is this place still standing if this has been destroyed."

"We rebuilt it after several days," Natasha explained. "We weren't planning on using it until now."

"Why?"

"We'll get to that later," Tony waved. "Anyways, what took you so long? I was thinking that we set this up for nothing."

"We encountered a slight delay," Weiss answered. "But what is all this…party stuff? I thought we were here for our final exam?"

"This is it!" Clint said, taking a sip from his cup. "Your exam is to party like there's no tomorrow! Why? Because as of last night, you guys just passed with flying colors!"

"We did?" The Avengers smirked at their reactions of disbelief. "How?"

"Well, we were going to do a simulated attack," Carol Danvers said as she descended in front of them. She gave a bright smile. "But the Frightful Four's attack seems to have done the job for us."

"I couldn't have said it better," Steve Rogers said as he came forward and extended his hand. "Congratulations to you all. Remember, just because you made it past Bootcamp doesn't mean you stop training."

"We will," Jaune nodded as he and his friends each took the captain's hand and shook it.

"Now let's get this party going!" Tony said with a smile. "But let's be honest here, you guys are just here for the new weapons, are you?"

"Really!" Ruby squealed as she burst into petals and stood before the armored avenger. Stars shone in her eyes. "Can I see mine? Can I? Can I? CAN I?"

"Whoa there little red," Tony placated his arms. "It's just right this way if you'll follow me to the dining room."

Teams RWBY and JNPR are excited to see the new weapons the technological titan had made for them. The Avengers followed them to the lounge. Steve was just about to do likewise when the door to the Mansion opened. Thor had entered.

"Thor?" Steve approached his fellow Avenger. Thor had gone off to see if Heimdall can find Remnant. But for the duration of Bootcamp, they didn't see any sign of him until now. "You're just in time. Where have you been?"

"Aye Captain," Thor replied in a solemn tone. "I take it the teams of Ruby and Juniper are here?"

"Yes…" Captain noted the look on his face. "Is something wrong?"

Thor gave a heavy sigh. "I have troubling news."

* * *

_The Raft_

'Anthony Blasters' walked towards a security guard sitting at a desk. Above him is a sign that says, 'Prisoner Property Storage'. The guard is currently playing with a switch. His name tag read 'Richard Roe'.

'Anthony' cleared his throat. The sound startled Richard, his hands playing hot potato with the switch before putting it away. He patted down his uniform.

"Hello there?"

"You forgot to pick this up at the mail call today," 'Anthony' said as he lifted a lunchbox and set it in front of Richard. "Everyone is busy, so they stuck it on me to bring you this."

"Sorry about that," Richard apologized as he received the box. "I know how it feels to be the 'new guy'. To be honest, I wasn't exactly looking forward to my wife's cooking."

"Why?"

"She always encourages me to eat healthily," Richard grumbled as he opened it to show Anthony what his wife packed. "Oysters, White beans, Spinach, Organ meats…. I can go on, but I don't want to get you in trouble. It's why I packed my lunch every day."

"So why eat her food?"

"Because she'll make me eat it," Richard darkly said. "Let's just say you don't want to meet my wife when she is mad. I swear she could turn into the Hulk at any time."

"I think the correct term would be She-Hulk, but that's already taken," 'Antony' joked. The two of them shared a laugh. 'Anthony' started to walk away. "I'll let you know if I come up with a better name. I got to get to work."

"Will do man!" Richard called, but Anthony didn't acknowledge. Anthony was smiling maliciously.

"If only he knew what was in them," He muttered as he pulled out a device and activated it. "Now just one thing to do for phase one…"

'Anthony' began scrolling the schematics of the Raft prison blocks. He tapped for a floor plan labeled 'Level 5'.

"Now where are you…" He muttered as he scrolled through the prison blocks. Eventually, he found his target. The cell containing prisoner number '214782'.

"There you are…"

'Anthony' closed the window and began typing down a transfer request he knew that couldn't be refuted.

'Immediate transfer to guard duty: Richard Roe.'

* * *

_Avengers Mansion_

"Party hard!"

Everyone is partying like crazy. Yang is engaged in an arm-wrestling match with Hulks cousin Jennifer Walters, AKA She-Hulk, and is losing. Nora and Hulk are cheering for their respective sides. Weiss and Blake are talking with T'Challa, the heiress finding it fascinating about comparing notes between her homeland and Wakanda. Pyrrha and Jaune are speaking with Clint about tips to improve his swordsmanship, to which the archer is willing to provide. Ren is conversing with an android called Vision and a red-clad woman named Wanda Maximoff, AKA Scarlet Witch. Ruby is talking with Avengers with weapons, gushing over them in the process.

"Argh!" Yang grunted as she lost her fifth round. "That is so not fair! How is it that you get strong from anger and I do not!"

"Probably because your anger only triggers the special effect that your semblance emits," Jennifer smirked. "But it's not always about our anger. I and my cousin can get on just fine without resorting to our emotions."

"She's right on that mark," Hulk said.

"Now clear the way!" Nora said as she lifted Yang out of her seat and sat down in her place. "I and Hulk have a long overdue eating contest rematch! This time, I will be the queen of the castle!"

"Don't count on it, Pinky!" Hulk said as Jennifer got up and gave her seat to her cousin. Scott walked forward and placed something small at the center of the table. He aimed his wrist-blaster at it and fired, causing it to grow it grow into a pile of food.

"May the best eater win," Scott declared as the two big eaters began to chow down. Ren watched them with amusement. Then he turned back to the people he was talking to.

"What would you recommend?" Ren whispered in a hushed tone.

"In my experience," Vision spoke in a robotic monotone voice, but the volume is lowered to respect Ren's wish for secrecy. "It is wise to take a person's feelings into consideration."

"Make sure you give gifts," Wanda added into the hushed conversation. "Surprise her once in a while, so that she knows that you're thinking about her. Flowers are good. And Jewelry as well. She likes pink right? So maybe a Rose Quartz, Morganite, or maybe a pink diamond will do."

"What's going on?" A silvered haired man joined in out of nowhere. He wore a blue suit with silver lightning bolt traveling down from his right shoulder. Pietro Maximoff, AKA Quicksilver, had joined in. The three of them shushed and Wanda whispered into his ear. Pietro's eyes widened and traveled to where Nora and Hulk were.

"Ooh," Pietro breathed. "Alright if I joined in? I just need to grab someone with similar experience."

"You used to go by Ronin?" Jaune asked.

"Yep," Clint nodded. "The bow maybe my signature weapon, but that doesn't mean I'm a slouch with other weapons. So, I have plenty to teach you if you are interested."

"Thanks," Jaune gave an appreciative nod. Clint turned to Pyrrha with a knowing smile.

"I'm also opened to you joining in Ms. Nikos," Clint said, Pyrrha looked surprised at this. "You can learn something new like iaido."

"That sounds grand," Pyrrha smiled.

"And besides," Clint said with a knowing look. "You and Jaune could get some _quality time _out of this."

"Oh…well…I, um…" Pyrrha stammered with a flushed face.

"Pyrrha?" Jaune looked at her closely. "Are you alright?"

"It's just that I…" Pyrrha was close to breaking down, only to be saved by the arrival of a silver speedster. He grabbed Hawkeye's shoulder.

"Clint…we need to talk."

"Hey, what are you doiiiiingggg?" That was all he could get out before Pietro zipped away with the archer back to Ren, Vision, and Wanda.

"This dust of yours," T'challa said before Quicksilver passed them by. When the wind settled, he continued. "To me, it looks to be like calcified elemental energy. This substance must be brilliant."

"Of course, your majesty," Weiss nodded, showing the proper courtesy before the king of Wakanda. "It's not as good as your Vibranium, but it has its uses. With it, we're able to advance our technology. We used it for energy, housing, weapons, everything. Dust has always played an important factor in our lives."

"Which made it a disadvantage during the invasion," Blake said somberly. "Because of that phenomena, Kang was able to exploit it. With dust rendered inert, we were helpless before him."

Weiss's face fell with hers.

"My apologies," T'challa said. "I didn't mean to bring up foul memories."

"It's alright, your majesty," Weiss said with a serious demeanor. "We will be alright once we take back our planet, and Kang pays for what he's done."

"Don't let your vengeance consume you," T'challa said, raising a placating hand. "If you let it, you will lose sight of who you are. You will also cause those who came before and those beside you to look on in shame."

"Of course," Weiss nodded. "I'm sorry your majesty."

"As am I," Blake said.

"Don't be. We all have the right to vengeance, just as long as it doesn't control you," T'challa repeated. Then he decided to change the topic. "When we get to Remnant, will you speak to your Council to allow Wakanda to study the dust? We may be able to find a way to work outside your planet."

"That would be splendid!" Weiss exclaimed. Then she corrected herself. "I mean…it sounds like a splendid idea your majesty."

Meanwhile, Ruby had moved on to her seventeenth conversation.

"So, what weapons does your armor have?" Ruby asked Colonel James Rhodes, AKA War Machine. Thankfully, this isn't one of those fancy dancing parties.

"I may not have the same repulsor tech like Tony's," Rhodes said with a smile. "But my armor packs a lot of heat. Rocket Launchers, Gatling Guns, Miniature Heat Seeking Missiles…"

"And the Cuban Cigar is known as the Sidewinder Self-Guided Missile," Tony said as he joined in with a drink in his hand. "Also known as the 'Ex-Wife', and for good reason. Rhodey tried to use it in a fight between us and Whiplash, but it divorced him."

"That was one-time Tony," Rhodes protested. "And I fired it at short range. How was I supposed to know that it needs a lot of distance to work?"

"It's also Hammer Tech," Tony replied. To Ruby. "Who is currently in prison for numerous atrocities. Just to give you a heads up."

"Acknowledged…" Ruby nervously stated. Then she got to a question she wanted to ask. "So where are our weapons, Mr. Stark? I don't see them around anywhere."

"An excellent question," Tony placed his drink onto the table and began walking away. "If you can get your friends and meet me at the foyer, I can show you."

Ruby sent a message through her scroll to everyone faster than she could blink. She was excited. After so many days of being weaponless, she can finally get her hands on a new baby. The others responded and moved to exit the lounge. The rest of the Avengers noticed their leave but didn't do anything. They assumed they wanted to give them some space.

They found Tony talking with Hope van Dyne. The second Wasp had her hands on her hips and is glaring at the industrialist.

"You sure you fixed it this time?" She asked.

"You sound just like your mother," Tony groaned with his hand running through his hair. "Yes, I fixed the mechanism. Even made it better actually."

"Good," Hope turned to the teenage Remnatians. "Just making sure that our tech head didn't forget to perform maintenance. Especially when we're giving this place to you guys."

"Wait, you're giving this place to us?" Jaune asked, surprise evident in his voice.

"Yep," Tony said with a small pop. "Originally, we wanted to give you some of the spare rooms in Avengers Tower. But then we realized that you can't put down 'Avengers Tower' as your home address. So, we decided to give you this place instead. Everyone knows that we don't frequent here anymore, so the public issue isn't a problem."

"We can't accept this," Pyrrha said. "You've already done so much for us."

"Regardless, you guys need a place to stay," Hope said. Before they could protest further, she waved them off. "Unless you rather go to another landowner to ask for a room, _with no funding or a job _may I add."

That shut them up. Truth be told, they hadn't even considered that possibility. They figured that they wouldn't need a permanent place to stay when they are going back to their home planet. But they aren't sure when that will happen.

For now, she was right. They need a place to stay.

Hope smirked and walked towards the doors to the lounge. "I'll let you take it over from here Stark."

"Okay," Tony nodded back. When she was gone, he turned to the huntsmen-and-huntresses-in-training. "As we said, this place is going to be yours. But someone from the Avengers will keep watch over you guys every week to make sure everything is fine."

"Like a babysitter?" Yang asked jokingly.

"Narrowed everything down," Tony nodded. "Cap would say that the first thing to do is to know your grounds. Says it would give you the home-field advantage. So why don't we start with the first interesting thing."

Tony turned and approached the wall. A concealed panel slid open, revealing a biometric scanner. He took out his Avengers I.D. card and held it up to the wall. It flashed as J.A.R.V.I.S confirmed the credentials.

"_Identity Confirmed. Welcome, Tony Stark."_

In the empty room to their left, the sound of mechanisms moving can be heard. The floor divided into equal-length rectangles and descended to the floor. When it stopped, it resembled a staircase leading to an underground room.

"Normally, you need an Avengers I.D card to access this place," Tony said as he led them forward. "I recently added a function that also requires the owner's DNA and thermal signature. So even if they steal it, they would have a hard time. But I programed your scrolls to act as one, so you have no trouble accessing this place."

"And what is this place?" Blake asked as she and her friends followed him down. When they got to the bottom of the stairs, their eyes opened when they saw the place. They had entered a room completely outfitted with steel walls and floors. Computer screens lined up with a green 'A' screensaver. In the end, was one big computer screen.

"This right here is the command center," Tony said. He chuckled as they ran around examining every nook and cranny. "Like at the tower, these computers are linked to every Avengers-issued satellite and the Datacrux. The big computer over there is for Fury to speak to when he's not in the lounge."

"I can tell," Yang laughed as she stood before it. "Hey, since we're taking over this place, alright if we changed the screensaver?"

"Not possible," Tony said. "You may be living in this but we're still the landlords."

"Why build all of this underground?" Pyrrha asked as she examined one of the desktops showing the other levels.

"We didn't want to deal with the complaints about expanding our base. We've had room for several bedrooms, a hangar, a training room, and my former Arsenal chamber, and the boiler room where the reactor that powers this house is. You also have no idea how frequently Hulk wrecks the place."

Everyone chuckled at that. Ruby had just been standing there, being the only one not looking around. Everyone noticed this and looked towards her.

"Ruby?" Yang asked her sister. "Are…you alright?"

"Where are our weapons!" Ruby suddenly got into his face with a mad look in her eye. "We were promised weapons!"

"That's right," Jaune nodded. "Don't you think you've beaten around the bush long enough?"

"If you'll follow me," Tony groaned as he led them down another tunnel. "This leads towards the training grounds. I figured that this would be a good place to test out your new weapons."

When they exited the tunnel, Tony turned around and gestured behind him. Teams RWBY and JNPR walked around him with expectant looks and gazed upon what he was pointing them towards.

On a table in the center of the training room are nine spheres. Each of them has their respective color, while two of them had gold accents. There are two of them that were green, presumably for Ren.

"So, what do you think?" Tony asked, and they turned around. To his surprise, he found disappointed looks upon the faces of RWBY and JNPR.

"Those are our weapons?" Ruby asked with sadness.

"Yes?"

"No offense Mr. Stark," Blake said. "But I hardly think that we're going to be able to fight with these spheres."

"Oh," Tony palmed his forehead. "That's what you're all going on about."

He walked over to the table and picked up a red sphere. By the shade of red, this is meant for Ruby, whom he proceeded to toss it over. "Catch and give it a squeeze."

"Ah! Okay!" Ruby played hot potato with the cube while the others chuckled at her predicament. "So, what happens when I squeeze this—"

As soon as her hand applied pressure to the sphere, she felt it move. With a yelp, she dropped the cube just in time to see it shift in a swarm of tiny metal. When they converged, a long shaft elongated. On one end formed a bladed edge, on the other, a scythe blade formed. When it was done, a replica of Crescent Rose laid on the ground.

"My baby!" Ruby cried out as she picked it up. Then she remembered that her original weapon was destroyed. It looked less bulky and sleeker. Her friends look on with surprise.

"What was that?" Jaune asked, snapping out of his stupor.

"_That…_" Tony said with emphasis with a smirk. "Was your mech shifting taken to the next level. Impressive mechanics by the way. Here on earth, we have laws about carrying weapons in broad daylight. Especially if you are a superhero and own a big fat scythe. So, for better concealment and ease of movement, I decided to use the same thing from my mark fifty-five armor —nanotech."

"Nanotech?" Weiss asked as she walked forward and picked up the white sphere meant for her. It felt cold to the touch. She squeezed it and as expected, she held another Myrtenaster. The only difference between her original weapon was that the hilt is fashioned to be a revolver.

"Yep. Even if they get wrecked, they have a self-repair protocol in place. Bet you Atlas hasn't gotten that far," Tony smirked as the other huntsmen-and-huntresses-in-training stepped forward and each collected their respective spheres. Each of them squeezed them and they held the same weapons that had been destroyed by Kang. Their faces are a mixture of awe and serenity as they once again wielded the weapons they once wielded.

"They haven't," Weiss admitted as they cycled their weapon modes, getting used to the feeling. She had gotten used to the Starks jabs at her homeland. Everything he built had backed it up to his boasts. Then she realized something. "What will happen to our weapons when they get affected by an EMP? Would they fall apart?"

Everyone stopped talking as her words registered. They knew what an EMP was. It was the major weakness of everything technological. Considering that their new weapons are made up of nanotech, it'll be a major bad in a fight.

"Don't worry. I took care of that," Tony assured them. "The nanotech is EMP protected. You can that from an account of electrical criminals hijacking or disabling my armor. As Fury would say: this isn't my first rodeo, kid."

He said the last part in a mock imitation of the director of S.H.I.E.L.D's voice. Everyone laughed at that, the tension dying down.

"Anyway, those spheres are linked to your DNA signature. They won't be used for anyone else except for baseball. But to make sure you won't lose it; you can reconfigure the nanotech's programming to your specifications."

"Like back at Bootcamp?" Yang asked as she flexed her left arm that is encased with the new Ember Celica gauntlet. She was frowning as the sphere had only generated one.

"Yep, and that reminds me," Tony walked over to a wall as a panel slid open. He picked up a yellow and black prosthetic arm and walked over to Yang. "This is your new arm. Unlike that drafty arm you've got, it's also made of nanotech. Aside from having the same…scratch that…_nearly_ the same combat capabilities as your Ember Celica, this arm can disguise itself to look like flesh and blood. Nobody would know the difference. The arm is connected to your nervous system, so you just need to think about it. You still won't feel anything from that arm though."

"I know that would suck but this is sweet!" The blonde brawler took off her old prosthetic arm and began to insert her new one. Then, as if responding to her wishes, the arm moved of its own accord and attached itself to the metal stump on her arm. Yang looked at it in wonder, then scrunched her eyes in concentration. Nearly in an instant, the arm shifted until it became similar in skin and size. The others stared at it as Yang brought it up to her eye level to examine it.

It didn't feel real, but it was nice to have a decent arm.

"Give me five!" Yang held out her hand with a grin. At that moment, her hand shifted into five segments to expose a barrel integrated into the hand. Everyone backed away and Yang's look of glee turned to horror she realized she was aiming at Tony. To her relief though, the sound of clicking followed and nothing was fired.

"Uhm…heh heh…" Yang lowered her arm and awkwardly scratched the back of her head. "…did not think that through. Sorry, Stark."

"Looks like it was a good idea not to install repulsor tech," Tony said, though he knew that he could simply don his armor if needed. He walked over to a panel on the wall. "We'd better get you guys used to your weapons. Just so we can avoid shooting your eyes out. Or anyone else's for that matter."

"Thank you again, Mr. Stark!" Ruby said, hugging her new Crescent Rose with tears of happiness. "I'm looking forward to using this."

"Same here," Jaune nodded as he held his new Crocea Mors. He knew he wasn't holding the same one that had been in his family for generations, but he knew that this one will honor his broken weapons memory. "I look forward to using a sword and shield again. Would now be a good time?"

"Well there's no time like the present to learn," Tony said as he finished typing in a few commands. Several LMD's activated and marched onto the training arena and turned themselves into wooden practice dummies.

"We'll start with your melee modes first," He declared. "Then we move on to your ranged weapons."

Everyone nodded and each picked a dummy. They shifted their weapons into melee mode, or in Yang's case cracked her knuckles. They got into fighting stances, the LMD dummies taking similar stances.

"I'll start the countdown," Tony said as he pressed a button. Above them, a screen flickered to life and showed green numbers to signal the countdown. Everybody tensed as they waited for action. The adrenaline rushed into them from excitement

3…2…1…

"_Pardon the interruption."_

Everything came to a halt as Vision interrupted them. Everyone looked up at the ceiling as he phased through the ceiling and landed in the middle of the training arena.

"Vis?" Yang cried out, spreading her arms wide. "You couldn't have found a better way to kill the moment!"

"Yes Vision," Tony agreed with Yang. "Didn't we talk about using the door?"

"_I'm sorry everyone, but Captain Rogers has requested your presence in the lounge. Thor has returned with information regarding your home."_

"Remnant?" Yang asked and everyone's eyes shot up. They haven't thought much about Remnant since they were more focused on training during Bootcamp. It wasn't much to think about considering that they had no idea where in the universe Remnant was. That was a major problem in taking back their home from Kang.

Now that is no longer the case. Also, they haven't seen Thor during that time.

"That's great!" Ruby said with a smile. "Let's head up there everyone!"

"_Captain Rogers said that I should warn you…"_ Tony's eyes frowned at that, not liking where this was going. _"You aren't going to like it."_

* * *

_The Raft_

A Chinese man sat in a meditating position on the floor of his cell. Due to his good behavior, he has been given this privilege. He breathed in and out, circulating his inner chi.

He heard the sound of footsteps approaching, but he continued with his meditation. It's a regular occurrence for the guards to bring him food when it is mealtime.

The guard stopped in front of his cell and slid a tray of food.

"Sorry about the rice," The guard apologized. "Let's just say that we had to remake it. Enjoy your meal. Just don't do anything stupid until it's time."

As the guard walked away, the man felt a frown on his face. The way he said it sounded like he was trying to convey a message. Not to mention that he had no intention of escaping.

Deciding that he couldn't get the words out of his head, he reached forward and took the tray of food set before him. He took the bowl of rice and dug around with his fingers until he felt something metal. Its shape is familiar…

He pulled out his fingers to show a lime-green ring. The designs look alien and pulsed with power at his touch. Glancing left and right out of his cell, he quickly hid the ring within his clothing. He remembered what the guard told him if he was a guard. As much as he wanted to go out and search for the rest of the set, he learned that patience is a virtue.

So for now, he will wait. Once he is out, he will find them all.

* * *

_Avengers Mansion_

RWBY and JNPR had trouble processing the news that Thor just told them. Tony brought them back to the lounge where the rest of the Avengers waited for them. This time, the prince of Asgard was in their midst. Each of them had a solemn look on their faces.

And for good reason.

"Could you say that again?" Blake asked in a quiet voice. Even if she had four sets of ears, she had a hard time believing what she is hearing. She could tell her friends are as well.

"I went to Asgard in hopes that Heimdall can find your planet," Thor said.

"I've read about Heimdall," Jaune said, having read books about Norse Myths. "Isn't he supposed to have a great sense of sight and hearing? Ones that can reach throughout the universe?"

"Yes, but it's the first time I've heard him say he can't find something as big as a planet. Trust me…I've known him for a long time, and he is one of Asgards greatest warriors. He would rather give up his life than lie…I'm sorry…"

"But how can he not find our planet?!" Yang demanded. "Kang didn't say anything about blowing it up! Not to mention the pounding he's going to get when I find him!"

"Calm down Yang," Tony said calmly. "You guys were in that craft for a long time. Anything could have happened."

"But that's not the problem!" Ruby insisted. "If our planet can't be found something must have happened. We've got to get over there!"

"Where do we start?" Nick asked her. "Do we have any intel on where your planet might be?"

"We could use the ship's computer," Jaune tried to defend Ruby. "It's likely to have a flight plan that—"

"It got destroyed in the crash," Fury interrupted. "Do you know how many resources will be potentially wasted on a wild goose chase? Oh, and here's another thing, do you even have a plan of attack on what you're going to do?"

His one eye glared at every one of the teenagers. Slowly they dropped their gazes as they realized what their furious minds prevented them from seeing. It would make sense that they wouldn't know where their planet was. For all they knew, it could've been destroyed.

"N-no…it's just that…" Ruby held back her tears. Her friends are feeling the same thing. Steve walked over and placed a hand on her shoulder.

"Don't worry Ruby, we will find out what happened," Captain America assured her. Then his face became hardened with seriousness. "If Kang had anything to do with this, he will answer for it."

"The caps right," Tony said stepping forward with an equal look. "We're called the Avengers for good reason. Even if we fail to save your planet, you can be sure that we will avenge it."

"Kang has already earned my ire," Thor growled as he pressed Mjolnir to his chest. "I swear on the name of Odinson that I will bring my hammer upon him. This I promise you teams of Ruby and Juniper!"

"Get in line Goldilocks," Hulk growled as he slammed a green fist into an open palm. "I called first dibs on smashing him."

One by one, each of the Avengers gave the same promise to downtrodden teenagers. Each of their words held the same conviction and determination. These words are coming from people who had fought gods and monsters. Teams RWBY and JNPR felt their spirits rise. Then, they nodded with determined faces.

They vowed that they will find their home. To avenge their fallen planet.

"Right!" Ruby nodded. "Alright if we go back downstairs into the command center? We'd like to test out our new weapons."

"Same here," Jaune nodded. "We need to be prepared to face Kang."

"One last thing," Nick said before they could scamper off. "We need to decide your names."

"Names?"

"Codenames," He clarified. "You would call them your superhero names. Or as what I like to call it 'Callsigns'."

"Oh yeah!" Ruby perked up at this. She and Jaune had been having a discussion about that during their free time at Bootcamp.

"I don't see why we have to hide our identities," Weiss insisted. "Mr. Stark has no problem with his secret identity being out in the open."

"Because I was already a public figure," Tony said. "Even if I kept it a secret, everyone can see that I designed the Iron Man Armor. If I was going to be attacked anyway, there will be no point. One of the downsides is that everybody knows where I live. Even the paparazzi. Not to mention that it sometimes gets in the way of my work."

"Not to mention what will happen if the wrong people know," Clint added with a serious look. "Did you know that our secretary of defense was the Red Skull?"

"Really?" Blake asked. The Remnatians all felt a shiver up their spine. They're still spooked after they saw the image of the leader of HYDRA. It looks as if somebody peeled the skin off his head to make the namesake. The atrocities he committed in the past and present haunted them the moment they saw it.

"Not to mention Norman Osborne," Fury continued, glaring at Stark once. The armored Avenger gave a sheepish look. "Or HYDRA, A.I.M….

"Alright, alright…I guess we have to hide or identities," Weiss mumbled, twiddling her index fingers.

"Indeed," Nick nodded with the Avengers. "It will provide you a sense of secrecy. That way they don't know when you are coming. There are still people who hide their identities behind masks and colorful costumes. Most of them have a good reason."

"Speaking of costumes," Weiss groaned. "You aren't going to have us play dress up, are you?"

"I would be insulted if the suits I made for you are called that," Tony had a look of mock hurt on his face. Everyone turned to him.

"Wait," Jaune said slowly. "You made suits for all of us?"

"Yep," Tony nodded. "They say the clothes make the superhero. In addition to your weapons, I've also made eight suits for you guys. I fill you on the details after you pick your names."

"Okay!" Ruby nodded. "I and Jaune had been going over about what to call ourselves. We considered going with the color rule, but we found out several of our suggestions have already been taken. Like Crimson Dynamo, White Knight, Black Cat…"

Blake's ears twitched at that.

"Anyway," Jaune stepped in. "We decided to put that idea on hold for now. We made a few suggestions. Though we want to hear yours. Just think of something that would be easy to remember. Short and sweet and rolls off the tongue."

"Just make a name that means something to you," Steve advised. "That's all that matters."

"O.K.," Ruby nodded. "So, we came up with—"

"Little Red Riding Hood?" Tony joked. Everybody laughed at how close Ruby was to that description as the latter flushed. "R3 for short."

"First of all, I'm not little!" Ruby retorted. "Second of all, I drink lots of milk! Third, I'm not scared of a big bad wolf."

"How about Thorn?" Natasha asked. "Because a rose is may look pretty, but it has its thorns. "

"I know for a fact that you are going to be a major thorn in my side," Fury stated.

Everybody laughed while Ruby pouted.

"We can call Weiss 'Snow White'."

"That's just my name translated!" Weiss snapped. "In your language, not ours. Not to mention that it's too obvious!"

"But you have to Weiss," Yang grinned. "You have the perfect look for it. Otherwise, you might as well go with Snow Angel."

"That suits you," Clint said, grinning at Weiss' death glare. Jaune chuckled to himself as he remembered his memories of his crush.

"Or you can be called Ice Queen," Yang added, getting more chuckles.

"NO!" Weiss nearly shrieked at that hated name. Everybody chuckled as they remembered the reason why she was called that back at Beacon Academy.

"We can call Goldilocks' number two Rapunzel," Hulk chimed in.

"What?" Yang gasped as if Hulk had insulted her. "Why would I call myself after a girl who's spent her time locked up in a tower?"

"Because Goldilocks is already taken," Hulk grinned as he gestured towards Thor. "and your hair is longer than his. It suits you."

"Well I'm proud of my hair," Yang crossed her arms and harrumphed. "I'm not going to get rid of it even if you threatened me."

"Of course, we won't," Tony said. "But Rapunzel got her cut off at the end."

Tony blanched when Yang's eyes glowed red. "Try me."

"You're not trying to name us after fairy tales, are you?" Blake asked, trying to calm the situation. She had a deadpan look. The cat faunas had read Earth's fairy tales, and she immediately drew some similarities between them and her friends. She already found one tale involving a prince cursed to be a beast until he learns true love.

What pained her is that she and the female protagonist shared a lot in common besides reading a book. What made her jealous is that she can't have a happy ending with the Beast.

"You're not going to call me Beauty," Blake said flatly to the people assembled.

"Alright…"

"Thank you," Blake said. "Now, for my name, I think that—"

"We should call you Belle," Hope then said, much to the look of Blake. "We can't do Belladonna, as there is an assassin named that. But we can shorten it."

"I know for a fact that means Beauty."

The next few hours were spent debating about their names. Some of them made a name that got a laugh out of everyone. Others became a competition. As it dragged on, the thoughts of Kang and their home world's unknown fate faded from their memory, but not entirely.

For now, everybody was having fun.

* * *

_The Raft_

'Anthony' stood on the rooftop of the power station for the Raft, looking into the sky. In front of him is an apparatus with a blinking red light. Because a signal flare will give away his position, he had to result in a laser beacon provided by his employer.

A glint of light caught his attention. Descending towards him is are four small round drones carrying a crate. A plane would've been detected, so this was the only way to get his gear without drawing attention. The drones released its cargo and flew off on his orders.

"Right on time," 'Anthony said' as he walked forward to open the crate to receive its contents. "I was getting tired of wearing this."

He started undressing. He replaced the prison guard uniform with blue body armor with hints of orange. Reaching into the crate, he took out a white mask designed to look like a skull. After he put it on, he drew up his white hood and took out a sword among the various weapons inside.

"Now then," Tony Masters, AKA Taskmaster, spoke with a garbled baritone courtesy of his mask. He stepped back to the edge of the roof. "The stage has been set. Time to get this job started."

He accessed an interface on his gauntlet. His HUD showed him the schematics of the Raft. He scrolled through to the system plans, specifically the electrical grid. A window popped up, asking for confirmation to open every cell block.

"He'd better uphold his end of the bargain," Taskmaster muttered as he pressed a button to confirm his decision. "He plays a key part of my plan."

He waited for several minutes. Then, he saw a spark of yellow electricity flowing through the electrical grid and straight to the power station. A flash of yellow told him that the person on his mind has entered the power station. Another flash and his HUD showed him that the power is going out in every area of the prison. After a few minutes, the backup power kicked in, causing alarms to sound.

"Well done Dillon," Taskmaster smirked beneath his mask, his photogenic energy sword glowing red as he activated it. "Now we wait."

**[~][~]**

**Another chapter has been posted.**

**First off, welcome y'all to 2020. That's right, we are in the twenties! It has been too long since I've written anything. Thank you again Trestwho for helping me with this. Looking forward to what this new year has wrought.**

**Now on to Q&A:**

**the mysterious Mr.E: I can't do the events of Captain America Civil war because that case isn't happening in this universe. I have something else in mind. Also, having your favorite TV show exposed doesn't exactly expose your secret identity. I like the show myself. It's the first Scooby-Doo, as far as I can tell, to have a recurring plot. A purpose**

**Edinosaur25: The GotG roster will remain to be seen. I don't want to give away spoilers.**

** 1968: My apologies. Thank you for your comment, I was thinking I did horrible on the Chibi.**

**Not much more to write to be honest. But no matter.**

**Thank you all for your support. Keep on keeping on y'all.**

**Peace.**


	10. Raft Breakout

**Remnant's Mightiest Heroes!**

**Chapter 8: Raft Breakout**

**[~][~]**

It was J.A.R.V.I.S who interrupted everything.

"_Priority call from S.H.I.E.L.D."_

Teams RWBY and JNPR had been training or reconfiguring with their new weapons when they heard it. It was after they decided to put the discussion of their names on hold until further notice and moved to the training grounds to test out their new weapons. They stopped what they were doing and rushed to the command center where the rest of the Avengers had gathered. Each of them had donned their gear and are ready for combat. Fury and Steve stood before the big screen with Phil Coulson on the line.

"How did this happen?" Fury demanded.

"_We're unsure Director," _Phil replied. _"But the area is swarming with escapees. The blackout that occurred also affected the forcefield generator."_

"Secure a perimeter," Nick ordered. "Standby until I get there. The Avengers will arrive to contain the situation."

"_Understood Director."_

"What's going on?" Jaune asked. Fury and Captain America turned to look at them.

"Another breakout occurred," Fury answered. "At this rate, I shouldn't be surprised this would happen."

"Is it like the mass breakout?" Blake asked, obviously referring to the fallout of the Chitauri invasion. To her relief, Fury shook his head.

"Nope. This time it's only the Raft we must worry about," Fury turned to Captain America. "I'll let you take it over from here."

"Thanks," Captain America stepped forward as Fury left. "First I need some of us to help secure the perimeter.

"Sam and Carol, I need you to provide air support. Anything that isn't friendly is to be taken down."

"You got it cap," Sam nodded.

"Pietro, Scott, and Hope your priority are the hostages."

"You got it cap," Scott said. Quicksilver flashed a thumbs up.

"Tony, I need you to get to the forcefield generator and get it working. Without it, the prisoners can still leave the island."

"On it."

"The rest of us are going to get the prisoners back to their cells," Steve finished. "

"Now Teams RWBY and JNPR…" Tony began.

"We're going," Ruby declared. The rest of her friends nodded with a serious look on their faces.

"And if you tell us to sit this one out, I will dent that helmet into your skull," Yang added, red eyes for emphasis. "In case you forgot, this isn't the first time we've taken down villains."

"I was going to say give it all you've got," Tony continued. "Also, to put on your suits when you board the Quinjet."

"Oh…" Yang's eyes turned to their regular lilac. "Okay."

"Remember, this is different than the attack on Avengers Tower," Captain America warned. "Be sure you don't get too confident." Then to everyone in the room. "You have your assignments, now move out! Avengers Assemble!"

* * *

Teams RWBY and JNPR sat aboard a Quinjet Piloted by Carol. Each of them is jumpy about this. It was their first official mission on earth. Not like the assault on Avengers Tower.

"We're about five clicks from the drop zone," Carol called out. "You guys all set?"

"Yes, Captain Marvel," Ruby replied as she finished putting on her suit. It is having a similar color scheme to her old Huntress outfit, dominantly red with black outlines. It also has her emblem like the others. Stark had designed them so that they would be easy to put on, allowing her to step into it still in her clothing. She pressed the rose emblem on her chest, and the vacuum seal kicked in and compressed the suit around her small frame. Looking at herself, she can't even tell if she was wearing anything underneath.

"First we secure a landing zone for S.H.I.E.L.D personnel," Ruby recited from memory as she donned her signature red cloak. "Then we move to our assigned cellblocks and secure the prisoners."

"Correct," Carol enabled the autopilot and exited the cockpit. She stopped to admire the new look that they are wearing.

"You guys are looking good in those new suits," Carol commented.

"You took the words out of my mouth," Yang said as she stretched in her brown and orange outlined suit. The left-arm had been cut to showcase the metal arm, now back into its original configuration. The blonde brawler was in the process of donning a classic domino mask.

"Do you think that we can redesign our suits after this?" Weiss asked. Her suit is dark blue with white outlines. On her hip is Myrtenaster in a holster.

"You'll have to take that up with Tony. That's partially why he went with the basic design, he didn't know your preferences," Carol's smile now became a serious frown. "Let's go over the plan one more time."

She pressed a button on the side and a holographic map displaying the Raft showed.

"According to the intel from Fury, hostiles have taken over the prisoner transport area," Carol pointed towards the area in question. "That's the only way that they could escape. They put in a demand for several Quinjets off the Island. No one to track them. Fortunately, we're more than willing to provide."

"I take it we're the ones delivering the Quinjets?" Blake asked. Her suit is black with purple outlines. Gambol Shroud is on her back on a magnetic plate as a force of habit. The Faunus can immediately tell that the Avengers didn't mean what the inmates were expecting.

"Yep," Carol nodded. "We're on board to give it to them personally. You guys are going to be the landing party that greets them when we arrive. I should warn you that several inmates have taken three hostages. One of them happens to be the warden."

"So, we need to deal with that first?" Jaune said. His suit is white with golden outlines. What stood out from the rest of them was the gauntlet with the sword and shield design on his left arm. Pyrrha raised a hand.

"How exactly are we going to do this?" She asked. Her suit is scarlet with similar accents as her leader. On her back is Milo and in her right hand is Akouo.

"Remember when you told us that your school had you plan your landing strategies?" Carol asked with a smile. "That we had you do a class back at Bootcamp?"

Then everybody understood.

"You mean the ones Sam practiced with us back at Bootcamp?" Nora asked, wearing a pink variation of the stark suit with white outlines. Ren stood at her side in a green suit with purple highlights. "Where he made us all jump off the Helicarrier?"

"That's the one," Carol nodded. "Only this time, you're jumping out of the Quinjet."

* * *

John Walker had his hands behind his head as an inmate held a rifle against his head. He was performing routine inspection the moment the blackout occurred. When the cells opened, letting the prisoners free. Despite his efforts, he was overpowered and taken prisoner to the landing zone.

"Hey, warden," The inmate in front of him growled. "When are we going to get our ride out of here?"

"As long as it takes," John snarked. "Plus, a couple of years to your sentence, because you asked."

The butt of the rifle slammed into his face, splitting his lip. Even if he wanted to, he can't risk endangering the two guards sitting by his sides. No to mention that they are surrounded by several more inmates, nearly half of them have weaponry stolen from the armory.

Sometimes, he wished that nobody knew who he was.

"Put out another call," The leader ordered, still keeping his eyes and rifle on Walker. "We will execute one prisoner for every five minutes they don't—"

The leading inmate was cut off by something hitting his skull. Behind him, Walker heard grunts as the two behind them are also taken out. His eyes found the object that hit them.

"A bullet?" He wondered out loud. There should've been a bullet wound.

"Holy crap!" An inmate shouted.

"Is it S.H.I.E.L.D?"

"No, it's…"

In a burst of rose petals, Ruby rose appeared with Crescent Rose in full scythe mode. The blade arced over her head. Her head tilted up as she glared at the inmates.

"Little Red Riding Hood?" The inmate asked in a confused manner.

"That is not my—" The girl cried out before stopping. "You know what, I'll think about that later. Let's just fight. But first…"

Crescent Rose scythe blade melded into the shaft and it changed into a bo-staff. One of the features of their new weapons is that they respond to their neural impulses. She didn't get the chance to ask how it works, but as long as the nanites know the program, they can mechashift. These people don't have an aura— or the bio-energy field as Tony told them, so scythe form will kill them easily. Ruby twirled her Bo-staff and rushed towards the nearest inmate, electricity cackling at the tip. The inmate was hit by a shocking amount of electricity and collapsed on the ground.

The rest of the escapees snapped out of their shock and charged at her, either to take her hostage or beat her to a pulp. Ruby twirled her body and struck a charging inmate at the knees. Then she swirled and smacked the tip into the head of another. Ruby then swept at the legs of another charging inmate, and when he hit the ground, she shocked him for good measure. Ruby struck another one before turning to face another one charging at her. Mid-spin, her bo-staff shifted into a sleek DMR, the barrel of which is aimed at a surprised inmate. He didn't have time to yelp as she fired a knock-out bullet at him.

"I'm getting the hang of this," Ruby commented before she burst into rose petals just in time to avoid two more inmates trying to flank her. When the petals reconverted, she had a look like she had forgotten about something.

"Red Riding Hood!" A shout came from above.

"Crap Nuggets! I nearly forgot," Ruby fished into the built-in utility belt of her suit and pulled out a grenade, armed it, and tossed it a few feet away from her. After a few seconds, it exploded into a cloud of blue foam which solidified after covering a ten-foot radius.

It was something she made in her spare time. She took some of the Trapsters' glue and experimented with the density foam that she had been provided. The result is a foam that can provide a soft landing for anyone falling to the ground.

Like right now.

The rest of her friend's free fall onto the foam. The foam absorbed most of the impact, but they still bounced off the foam. Thanks to Sam's training, they tucked in their bodies into a roll and when they hit the ground bounced back on their feet. In Blake's case, for some reason, she landed on her feet rather.

In her defense, she hadn't tested it in the field yet.

"Let's do that again!" Nora chirped.

"Later," Jaune said as he pulled the hilt sticking over the knuckles of his gauntlet. Instead of his usual sword, he drew a baton crackling with electricity. He tapped the symbol on his gauntlet with his index finger. It expanded into his kite shield to which he held it in front of him. "Let's get to work. Nike and Belle take care of the guys in the towers. The rest of us will deal with the ones on the ground."

"Alright!" Yang pounded her fists together. "Let's do this!"

She charged at the nearest group of inmates and began to pummel them. She grabbed one's head and rammed it on her knee and threw him over her shoulder. The inmate flew in the air and collided with another inmate. Yang held out her fist and it rocketed off her arm and smashed into the thug's nose.

Blake gripped Gambol Shroud by the hilt, transforming it into katana form. Three charged at Blake, the nearest one bringing a crowbar down on her head. Blake let her shadow take the blow, but instead of pushing herself back, she pushed herself forward. When she made contact with the other inmates, she did the same. By the time she was behind them, she had already drawn her Gambol Shroud in katana form. With a flourish, she slid the katana back into its scabbard. The second it clicked, like in any cheesy anime, their metal bars got sliced in two and fell to the ground along with their pants. The inmates covered their nether regions in embarrassment.

Weiss chose to make a much quicker and more tactical move. Concentrating, she created several Glyphs that boxed in several inmates, much to their surprise. She gripped Myrtenaster in revolver mode and fired several ricochet bullets. It is a type of impact bullet was difficult to design back in Bootcamp, specifically for her semblance. It bounced off the Glyphs and struck an inmate. This bullet proceeded to bounce off and hit another glyph and hit another inmate, falling into the same pattern. Any that tried to escape found themselves repelled back in to hit an inmate. By the time she dismissed the glyphs, the inmates are all down for the count.

Jaune held his shield high to block incoming bullets. His shield isn't made of vibranium like Captain America, but it absorbed the impact thanks to the design. He charged forward and rammed his shield into the shooter's hand, knocking the gun out. For good measure, he slammed his shield into his head. Bullets slammed into his aura protected body and he turned his attention to three more guys. Snarling, he charged forward and jabbed his stun baton into his midsection shocking him. He blocked a strike from his left with his shield, and just before he could pull away, Jaune inserted his baton inside his shield still active. His side of the shield is insulated, which protected him as the front is electrified, shocking the inmate.

Nora, grinning madly, swung Magnhild into three at once. She twirled and slammed it onto the head of the inmate. Then she felt electricity coursing into her body. She turned her head to find one of the inmates trying to shock her into submission with a stun baton. He didn't expect her semblance to use it to make her stronger. Grinning at her victory, she grabbed his head and headbutted it with sufficient force to knock him out. Then she hefted her hammer high as a booster appeared at the backside of the hammer, which rocketed her towards another inmate.

"YEEHAW!"

On the other side, Pyrrha wasn't breaking a sweat. She drew Milo back and cast it forward. As she did, Milo segmented and extended in length with the ending becoming a claw. When the claw grabbed the nearest inmate, it glowed black as she flicked it back onto the backs of two of his friends. Then, she swept it to her left, Milo's reach extending, to sweep all around her, knocking the poor guy into more of his inmate comrades. When that was done, Pyrrha drew the prisoner back and promptly hit him with Akouo.

"I'm sorry," She apologized before turning Milo into javelin form and throwing it. It pinned a prisoner to a concrete wall.

Meanwhile, Ren focused on the sniper, who had prioritized taking him out before the latter could. Ren dodged every bullet as he combined his pistols by the handles. The barrels turned backward as the guns combined into a bow, a thin string of green energy becoming the drawstring. Ren pulled the string back, creating an energy arrow, and let it fly. The arrow struck true on the sniper's chest, the energy arrow shocking him into paralysis. Deciding to go up close, Ren turned StormFlower back into its dual handguns and aimed. The blades turned thirty degrees up and fired, carrying a cable each. They buried themselves into the floor of the tower. He pulled himself up and flipped backward to plant a kick into the face of the sniper. He rotated his body so that he landed on his feet. Two of his buddies became enraged and prepared to charge at him. He had half a mind to use StormFlower's newest melee function, but the words of the Immortal Iron Fist echoed in his mind.

_Rely too much on your weapon, and you will be as frail as anyone else…_

Time to put the results of his tutelage to the test. Ren spun Stormflower and holstered it and got into the leopard stance. The first inmate charged at him with a fist raised. Ren took advantage of his sloppy stance and struck him with a leopard fist. For the last one, he reached out and pinched a pressure point on his neck, paralyzing him.

Soon, the landing zone is cleared. All would-be escapees have been incapacitated.

"Now that's a wrap," Ruby declared. She glanced down at Crescent Rose with joy. "My new baby performs so well!"

"These guys didn't have a chance," Yang commented. Then they heard a shot echo. Yang turned around to find an inmate they missed trying to clobber her. The inmate fell to the ground, convulsing with electricity. All eyes turned to the warden who is holding a smoking rifle.

"Figured I wasn't doing much," John Walker said as he lowered the rifle. Behind him lay a pile of unconscious inmates. "Besides, I owed them some payback."

"Warden walker," Jaune spoke, his mask showing the name of the Raft's warden. "Are you alright?"

"As of right as rain," Walker replied. "Fury wouldn't put me here as warden if I wasn't up for the job."

"You know Fury?"

"He does," Carol said as she descended. She looked at Teams RWBY and JNPR. "He used to hold the moniker of Captain America for a while."

"He did?" Everyone asked. They looked at the warden with surprise.

"Long story," Carol turned to Walker. "How's the situation?"

"We'll hold the landing area for reinforcements," Walker said. "But some of my men are still unaccounted for. If you find them, please rescue them."

"We will," Ruby promised. Looking up, she saw that the rest of the Avengers have made their landing. High in the sky, she can see the faint glimpse of Falcon and Thor flying.

"Alright, here's the name of the game," Carol began. She pulled out her Avengers ID card and spoke to it. "Sam, we need a visual on the Raft."

"_I've deployed Red Wing,"_ Sam replied in their comms. _"Teams RWBY and JNPR, it should be coming up on your HUD's right now. Make sure to thank Redwing when we're done."_

Carol rolled her eyes at that. She mentally reminded herself to get Sam an actual bird to talk to. RWBY and JNPR's masks showed a window with the Raft's schematics. Waypoints had been set up under their color.

"Tony is trying to get the forcefield generator back online. If it's down, every prisoner on the premises is free to escape. The problem is that the power is still out, and even with the backup generator, it won't be enough. Red and Prince, you two will assist Tony."

"You can count on us!" Ruby said as Jaune rushed over to her. Instantly, Ruby's semblance took hold. They burst into a cluster of red and yellow rose petals and flew off into the direction of their mission.

"Gretel and Shang, we have our suspicions on who is responsible for the power outage. That is why it will be your mission to get the power back on."

"Aye aye, Captain!" Nora saluted as Magnhild turned ninety degrees so that the booster end faced the ground. Nora grabbed Ren and together, they blasted off into the sky.

"Meanwhile, we need people to help the rest of us out in keeping the prisoners contained while the generator is being repaired. Rapunzel and Snow, you two will assist Hulk and Thor at the beachside of the Raft."

"Awesome! More smashing!" Yang gleefully exclaimed. She held out her right arm and shot it out. This time, a cable is attached to the arm. With a whirring of internal servos, Yang pulled herself up and over the wall like a slingshot. Weiss rolled her eyes and created a glyph beneath herself to launch herself after her.

"Belle and Nike, you guys got cellblocks B to F. If you see any hostages, they're your priority."

"Understood."

Carol can tell that they didn't like their impromptu nicknames. But they can bear with it for the time being. After this though, they vowed to decide their permanent codenames.

A blast caught her attention to the sky. She saw Sam firing upon an avian super criminal.

"Time to get to work," Carol said as she flared up and took to the sky.

* * *

Ruby and Jaune landed at their destination.

"Let's get going," Ruby said as her HUD showed a red line guiding her to Iron Man's position.

"Right," Jaune nodded.

They took off running, weapons out in preparation.

"Say Jaune, can I ask you a question?" Ruby suddenly asked.

"Right now?" Jaune said. "Sure."

"Where did prince come from?" Ruby said. "Based on the names that the Avengers were trying to give us, they seemed to be based on their fairy tales. Which tale did that come from?"

Not even his mask can hide his blush of embarrassment. "It doesn't exactly come from a fairy tale. It's taken from…Prince Charming."

Ruby stopped running at that. She slowly turned to face Jaune with astonishment. Then she burst out laughing. She hugged her sides as she doubled over laughing.

"Hahahahahahah!"

"Hey! You didn't like being called crater face or little red riding hood!" Jaune protested. But she just kept on laughing. With a huff, he trudged forward. "Let's just get going."

He pushed open the doors to find himself face to face with a group of inmates. They looked up in his direction. Immediately, Jaune backed away and drew the baton out of his shield.

"Well lookie what we have here," A man with a scar on his left eye spoke. "A boy playing dress-up armed with a stick! Whatever will we do?"

"You get the ones on the right?" Ruby asked as she appeared at his side, Crescent Rose at the ready.

"I called dibs," He replied.

Suddenly, the wind kicked up between them as a blue and silver blur flew past him. One of them found himself hanging on the wall by his underwear. Two of them have punched themselves unconscious. Two inmates found their heads knocked together. The leader suddenly found his head inside…

Ruby and Jaune stood there speechless.

"Uh…what just happened?" Ruby finally asked.

"Super speed, "A voice behind them answered. "Google it."

The duo turned to find Quicksilver standing there grinning. "Tony's just up ahead. You might want to get over there pronto instead of laughing about your names."

"Easy for him to say," Ruby grumbled as Pietro sped away. "His name is cool."

"It fits," Jaune said. "Quicksilver is another name for Mercury. On earth, he's a roman speedster god. But we'd better get going."

Together, the two continued their trek. On the way, they ran into several loose inmates to which they either shocked into submission or locked them inside something until someone puts them back into their cell. On the last legs to their destination, they came across a room where they assumed was where they put the technology they confiscated. Some of them are missing, most likely recovered by their previous owners. When they entered the next room…

"Hey, what was in here?"

On the floor was a cracked container. Leaking out was a black gooey substance.

"We'll worry about that later," Ruby said. "Let's get to Stark."

They rushed forward to the next room. The ceiling has a hole cracked into it. On the floor are two inmates, stunned. Tony stood before a generator, sparks lighting against his armor. The armored Avenger turned his head to look at them.

"Good, you're here," Tony said then turned back to his work. "Little Red, I'll need your small hands to help with reconnecting the wiring. Prince Charming, you can stand guard at the door. Make sure that nobody gets past you until we get this repaired."

"Okay," Jaune said as he got into position. Ruby moved over to stand next to Tony. Her eyes scanned the damage to the forcefield generator. Judging by the clean-cut wires and dents, it's like somebody punched the panel open and slashed the wires with a knife. Whoever pulled that off smashed the controls as well. The only they're going to fix it was to fix the wiring while the power is out.

Ruby got to work and held the wire ends for Tony to weld with his finger.

"So, was that place the armory?" Ruby asked while they worked.

"Yep," Tony replied. "Any criminal of the Raft gets their stuff taken over there. It was mostly empty by the time I got here. It contained a variety of dangerous stuff."

"Like that container of black goo?"

"Yep. Anyway, can get the red wire—Wait…" Tony stopped welding and looked towards Ruby, his faceplate opening. "…why did you say, 'black goo'?"

"We found a container of black goo when we got here," Ruby answered slowly, noting the paling look on Tony's face. "…is there something wrong?"

"J.A.R.V.I.S," Tony's faceplate slapped back into place. "Scan the generator for traces of V-252!"

"_Scanning,"_ J.A.R.V.I.S spoke.

"V-252?" Ruby asked. "Is that what was in the container? What does it do?"

"Let be the first to warn you that it's not an object," Tony said ominously. "It's the most dangerous lifeform ever known."

"Lifeform?" Jaune asked. "That goo belongs to a lifeform?"

"It doesn't belong to a lifeform, Prince Charming. It _is_ a lifeform."

On his armors HUD, J.A.R.V.I.S completed the scan. Tony's eyes widened.

"Sam," Tony called out to the Falcon. "Can you get me a visual on Eddie Brock? _It _is loose. It cut the power to the generator."

"What is loose?" Ruby asked. "Stark, what is going on?"

"I'll explain later. We need to find Eddie Brock before it bonds with him."

"**Oh, there won't be any need for that Mr. Stark."**

Everyone looked up at the ceiling to where the voice originated. The dark made it difficult to see anything. But upon closer look, thanks to the light streaming from the hole, they realized the darkness was an inky substance. It shifted to form two sets of inhuman white eyes with no pupils and a gaping mouth of teeth.

"**With three hosts here, I would just have to find him!"**

"Get back!" Tony shouted to Ruby and Jaune, who complied as the thing dripped down to the floor. It expanded until it towered over them, numerous tentacles coming out of the thing.

"What is that thing?" Jaune shouted.

"That is a symbiote," Tony replied. "Keep your distance and don't let it touch you."

"So how do we—" Ruby was interrupted when the Symbiote lashed its tentacles at her.

"Eep!" She burst into rose petals just in time to avoid it. She reformed a few feet to the right and tried to attack the symbiote with Crescent Rose's scythe form. It slashed a few tentacles. But her feeling of victory was brief as the wound closed.

"Incendiary rounds!" Tony shouted. "The Symbiote is vulnerable to heat and sonic!"

"Incendiary, alright!" Ruby took a cartridge with the flame symbol on it and inserted it into Crescent Rose as it changed into a DMR form. She opened fire upon it, the bullets digging into the black mass. The moment they made an impact; the rounds exploding with a red light. The Symbiote shrieked in pain from the heat.

"Loading another one," Ruby announced. She loaded another clip and fired upon it. To her astonishment, not only did it hit, but the Symbiote managed to grab her with a tentacle.

"**Guess you didn't hear," **The Symbiote said. **"I got even greater resistance to heat from the last time."**

"No!" Jaune attempted to rescue his friend, but Tony held him back by the shoulder. Ruby's eyes widened as the Symbiote enveloped her. When it finished merging, she wasn't the same. Her face became enveloped in a mask, replacing her eyes with that of the Symbiotes. Crescent Rose slowly became demonic as much as her cloak. She looked like a demented Reaper.

"That's what it does," Tony said to a white face Jaune. "It takes on a host and corrupts it until they're under its control. I knew a web-head with a bad experience."

"So how do we get it off her?" Jaune asked as the Symbiote-corrupted-Ruby began twitching.

"For now, we prioritize containment," Tony said. "Get behind her and deploy the barrier field I installed in Crocea Mors."

Jaune nodded and sped into action. He ran around the Symbiote-Ruby with his shield up. His possessed friend seemed to have realized what they were trying to do. With a snarl, she squatted down on all fours and leaped toward him. She was blasted from behind by a repulsor from Tony.

"Eyes on me, Little Red," Tony called. "I'm going to be the one you'll face."

"_**QUIT CALLING ME THAT!"**_Symbiote-Ruby growled as she lunged towards him, Crescent Rose deployed in scythe form. The tip of Crescent Rose slashed across his armor's chassis. His repulsor can't generate enough heat to get the symbiote off. Even if it did, the amount of energy would kill her even with the armor protocol in place.

Jaune held up his shield at the door. The Shield segmented into four-piece and emitted yellow energy. The energy field solidified into a barrier that expanded in front of him. Tony deployed a similar blue energy barrier from his gauntlet, boxing in Symbiote-Ruby completely. Symbiote-Ruby growled as it slashed Crescent Rose against the barriers. Jaune gritted his teeth as the strikes of the scythe slashed against his barrier, he didn't recall Ruby having such strength. But it was then the huntsmen-in-training noticed that the strikes seemed to be off.

It's like she's…not even trying to break the barrier…

"She's still in there!" Jaune shouted, as Symbiote-Ruby stopped swinging Crescent Rose and began clutching her head with her free hand. Jaune was about to lower his barrier, but Tony stopped him.

"Don't lower your barrier!" Tony shouted. "If she still has her mind, then the symbiote hasn't corrupted her yet. That will make it easier to remove."

"Then why don't we remove it?" Jaune demanded, the groans of Symbiote-Ruby getting louder.

"Because then it will take over one of us," Tony said, keeping his barrier up. "The last time I tried to brute force it, the little SOB got smart enough to slip through my armor. Since it developed resistance to the level of heat from the incendiary rounds, I called in something with a lot more."

Then Symbiote-Ruby stopped struggling. Then it looked up at the hole in the ceiling. She looked back at them with a look of realization and a gaping smile. Jaune gasped as they had forgotten that there was still an opening for escape.

"Can't believe it took it that long to realize it," Tony muttered as Symbiote-Ruby crouched down and leaped towards freedom. Only for a heavy red and green object to suddenly drop down and land on Symbiote-Ruby, cracking the floor.

"_It's a good thing that I got your call then,"_ Vision said as Symbiote-Ruby struggled underneath him. The android had increased his density to about ninety tons. If Ruby wasn't still fighting the Symbiote, it would've escaped with her semblance. _"Beginning the removal."_

The gem on Vision's forehead began to glow. Symbiote-Ruby, as if realizing what is happening, began to increase its attempts at escape.

"NO!" Jaune shouted, but Vision had already fired a solar energy beam. Symbiote-Ruby shrieked in pain from the heat of the sun. By the time it died down, the symbiote is off her. But this time, she was encased in armor that covered her from head to toe.

"What the?" Jaune said as he lowered his barrier and approached his friend and kneeled. He felt the armor. "Where did this come from?"

"It the armor protocol I installed in each of your suits," Tony answered as he scanned Ruby's vitals. Thanks to the nanotech in his armor, the damage is being repaired. "It activates only when your aura is depleted. It's both lightweights to allow ease of movement and durable to stop an energy bolt from frying you. It deactivates when your aura is back up."

Then they heard a groan from Ruby as she stirred awake. "Ugh…What happened…?"

"_You were briefly taken over by the Symbiote,"_ Vision replied.

"Right now, we'd better contain it before…" Tony's voice trailed off before cursing. "Dammit! We're too late."

"We'll settle** this later."**

Everyone turned to see a blonde-haired man with a stubbly beard reaching out to the Symbiote. They didn't get to see much of him as the black symbiote enveloped him. His body grew bigger and muscular. When the black mass reached his face, it became the same when Ruby was possessed. White-eyes, a gaping mouth, and a long tongue. On his chest grew a white spider symbol.

They glared at the heroes as it roared to the heavens. But instead of attacking them, they broke into black rose petals as they said three parting words.

"**WE…ARE…VENOM!"**

* * *

"That's the last of them!" Nora shouted as she stood above a pile of unconscious inmates. Each of them has a bump on their heads. Ren had paralyzed several of his shares.

"Let's get going!"

Nora and Ren walked down the pathway to their designated mission. After a while, Ren started a conversation.

"Hey, Nora?"

"Yes?"

"Do you…have any plans after this?"

"No…why?"

"It's just," Ren stumbled for the right words. "…we hadn't seen New York much. So, would you like to go see it with me?"

Nora stopped walking and stared at him. Her face has a hint of pink. "Are you asking me on a…"

"_Magni? Shang?" _Jaune cut into their comms. Nora and Ren flinched at the untimely interruption. _"What's your status?"_

"We're almost to the powerhouse," Nora said with a hint of annoyance in her voice. "How's the forcefield generator?"

"_We had a nasty encounter with Venom. Big bad alien symbiote that can take control of people and turn them bad. Long story short, he escaped using Red Riding Hood's semblance. I'll fill you in later, but they finished fixing up the forcefield generator. We just need the power back online."_

"We're on it! Over and out fearless leader!" Nora ended the communication. A sad expression appeared on her face that conveyed the message to continue it later.

Ren nodded and together they made their way to the powerhouse. Through the windows, yellow lights flashed inside the building. Ren signaled to Nora to stay silent as he opened the door and slipped inside on the balls of his feet. Standing near a power generator is a man in a green suit with yellow lightning motifs. Yellow electricity flowed from the generator and into his hands.

Their HUD's are connected to the Datacrux, which allowed them to view a summarized file on the man before them.

_Maxwell Dillon AKA Electro. Abilities: Electrostatic Energy Generation._

"He must be the guy who's draining the power," Ren whispered and turned his head. "Magni, go around back and—"

He stopped to realize he couldn't see Nora behind him. With sinking horror, he turned to see her skipping towards the villain, whistling a jaunty tune and Magnhild over her shoulders. Somehow, Electro didn't seem to notice.

"Hey there!"

Electro jumped and stopped what he was doing. He turned around to face her.

"What the hell?!" He exclaimed. "Who are you supposed to be?"

"My name is Magni!" Nora cheerfully replied. Then put a finger on her chin. "Wait…that isn't going to be my name is it…well, whatever. Could you please surrender and come quietly? This prison is surrounded by S.H.I.E.L.D and The Avengers."

Ren stared at her with his jaw open. Electro, meanwhile, laughed hysterically.

"Surrender? You're asking me to surrender after I have achieved my goal?" Electro laughed as electricity flowed around his body. "I have become a being of living energy! I am a literal god! There's no way I'm going back to that damp prison cell!"

He held his hands out in front of him. "I think I will demonstrate my newfound power on you!"

Electro let loose a torrent of lightning upon the girl. Ren watched as he knew what is going to happen next. Nora grinned and held up Magnhild, letting it act as a lightning rod. The electricity flowed across it, turning into pink as it sapped into her body. The electric supervillain stopped shooting electricity at her when he realized that his electricity isn't affecting her.

"What's going on?" He demanded. "That was enough to kill a man at thirty feet! Why aren't you a fried crisp?"

"It might have something to do with my ability," Nora cheerfully replied. "You see, I can absorb electricity to enhance my muscles. This provides me with enhanced strength and immunity to electrical attacks."

"Wait…WHAT?!" Electro said in shock. Taking advantage of his shock, Nora bent her knees and propelled herself with her supercharged legs. She landed in front of him, and with a mighty swing of her hammer, sent him crashing into the wall and out the building. Nora grinned as she relaxed.

"Well, that takes care of that!" Nora spoke like a hyperactive hamster as she skipped toward the hole in the wall. Ren kept looking on with a flabbergasted look at how everything transpired. He snapped out of his stupor and followed her. They found Electro laying on the ground counting the stars around her head.

"I'm not going to ask how you managed to harm him," Ren said. "Despite him being made of electricity. Just…donot ever do that again…"

"Oh, come on Shang," Nora said. "That was too easy to pass up."

"I can remedy that if you want."

Nora and Ren froze and whipped around to the source of the voice. Standing on top of the roof is a man in blue and orange body armor. Their HUD didn't identify the man by face, but by the skull mask and hood, he wore.

_Anthony 'Tony' Masters AKA Taskmaster. Abilities: Photographic Reflexes._

"Taskmaster?" Nora asked while the latter leaped down. "What kind of name is that?"

"One who can get the task done," He replied ominously. "I must say, I was expecting that fight to last a bit longer. Nor did I count on you being able to absorb Dillon's electricity. I can't have that, so I'm going to have to take over this fight."

"Last longer?" Ren asked. Then it hit him. "Are you the mastermind behind the breakout?"

"You catch on quick," Taskmaster replied, folding his hands behind his back. "I could use you in my school. Unfortunately, I'm currently not accepting applicants."

"Well we weren't interested, to begin with," Nora said, hefting Magnhild. Ren spun Stormflower by the handles, the nanotech transforming them into green tonfas. "We'll be sure to take you down!"

Nora charged at him with her hammer raised. Taskmaster just stood there as the hammer came down. Then he sidestepped, allowing Magnhild's head to slam into the ground. Then he drew back his right arm and threw a hook straight into her face. Her aura may have protected her, but it didn't stop her from being stunned from the blow. Then, Taskmaster did a spin kick that sent Nora flying, forcing her to let go of her hammer. As soon as she let go though, the hammer reverted to spheroid form.

"Magni!" Ren shouted after his friend as she crashed into a wall. With a flicker of pink, her aura shattered. Then, she became encased in pink armor. Ren didn't have time to wonder about that before he faces Taskmaster.

"I was going to use that," He pointed towards the sphere. "But I suppose I can't expect every weapon to be free."

He pulled out a glowing red sword and a shield.

"Shall we?"

"Bring it!"

Ren charged at Taskmaster. Keeping the lengths of the tonfas stretching outward, he thrust forward. Taskmaster blocked the strike with his shield and thrust his sword. Ren dodged and attempted another strike, but Taskmaster blocked it again. When he did a leg sweep, Taskmaster jumped up and brought his heel down for a scissor kick. Ren guarded against the kick with Stormflower and pushed up in an attempt to unbalance him. When he tried a crane kick, Taskmaster planted his hands onto the ground and cartwheeled away from him to put some distance between them. They stared at each other for a moment.

"Not bad," Taskmaster commented. "You might make this worth my while."

Then they engaged again. Whether they parried, punched, or kick none of them seemed to be winning. When one would try to take advantage, the opponent somehow managed to slip away. He was in the middle of a palm thrust before he realized that his shield is missing. The answer to where that was came when it slammed into him. He toppled to the ground and Taskmaster took the opportunity to do a Tong kick into his right side. Ren tumbled onto the ground but recovered on all fours.

This was getting nowhere. It was like he was fighting himself, but with a different weapon.

Ren remembered what the Datacrux showed him about Taskmasters' ability. _Photographic Reflexes_. His mind wandered back to a certain classmate of his. A rabbit Faunus named Velvet Scarlatina. During the Kang Invasion, she told them her semblance allows her to memorize the movements of…

The realization hit his face like a stampeding Goliath.

_He's the same as Velvet._

"You're copying my movements!" Ren shouted as blocked another strike and flipped away from him. It all made sense. Those movements reminded him so much of Pyrrha and Jaune. Not to mention his shield is almost too like Captain America's.

"Correct," Taskmaster replied. "It's not just you that I copied. I've got cameras all over the Raft which allowed me to watch your friends fight. I must say, not every day that I see children fighting like warriors."

He readied himself in a stance that reminded Ren of Jaune.

"You're probably thinking about changing your fighting style. It will be of no use. I only need seconds to adapt."

"Then I'll need only seconds to learn."

Then, they charged.

* * *

Weiss couldn't think of what is worse.

The fact that she got stuck with cleanup duty or that her friend is being controlled by a green telepath. Weiss and Yang had arrived at the beach to see Hulk and Thor fighting inmates who were trying to escape by sea. Some of them had super strength and durability, which allowed them to survive the blows of the gamma-powered behemoth and Mjolnir. It was after they had finished, three people charged into the fray.

One she recognized from the old news broadcast is the Abomination. Despite Hulk's efforts, the Abomination is a match for him in strength and size. The two behemoths had exchanged blows that could shake the earth.

Another is a man in a sleeveless black shirt and pants wielding a ball on a chain. Her HUD introduced him as Carl Creel AKA the Absorbing Man. His ability allows him to absorb the properties of whatever he touched. He engaged Thor, lighting flashing between blows against a copper body which allowed him to be immune to Mjolnir's lightning.

Finally, a small man in an orange and black suit. It looked like the opposite of Hulk showed up. Then, like somebody had flipped a switch in her head, Yang began attacking them. Weiss took the liberty of fighting her.

"Hulk!" Weiss shouted as she created a glyph beneath Yang, causing her to slip. "What's did this guy do to Ya-Rapunzel?"

"That puny man is the Leader," Hulk grunted under the strain of keeping the Abomination back. "An accident involving an experiment with gamma radiation enhanced his intelligence. Not only did his brain get big, but he also developed psychic powers. His mind control powers only work on the weak-minded."

"Like you will be if you don't focus on me!" Abomination roared as he slammed an elbow into Hulk's face. Hulk roared and tackled Abomination through a wall.

Weiss switched Myrtenaster into revolver form and fired another volley upon the Leader. To her frustration, The Leader tilted his head to the side, causing her to miss again. Not to mention that he will occasionally throw something at her with his telekinesis, to which she repelled with a glyph. She had been firing upon him whilst keeping Yang slipping. It was like this little-green-man rip-off knew where she was firing. Her aura meter showed that it's nearing fifty percent.

"Just give it up," The Leader gloated. "My mind is far superior to yours!"

"Don't listen to him," Thor said to Weiss as he knocked the Absorbing Man into the sky. "He may be smart, but his arrogance has proven to be his undoing."

As he leaped after his opponent, Weiss considered his words. From her glance at his profile, this guy had a sick obsession with his intellect. He and the Hulk clashed before and that had always resulted in his defeat. From Hulk's testimony, Leader's intelligence allows him to calculate his opponent's move before he makes them. Problem is that his ego makes him miscalculate and overlook some details.

So, if there was some unexpected factor…

Weiss perked her head up. Maybe it's time to test out that new technique with her semblance.

"Okay!" Weiss said as she had the glyph keeping Yang repel her into the air. "If you're so smart…"

She had Myrtenaster change into rapier form and waved it like a conductor at an orchestra. A series of glyphs had formed above her. Weiss then aimed the point of Myrtenaster at The Leader, who for the first time, looked disturbed at the display.

"Predict this!" Weiss shouted as she pulled the trigger. Her glyphs repelled air almost at the speed of a bullet. Not even his mind can keep up with the speed of the shockwaves as they slammed into his position. By the time it died down, The Leader is on the ground with a dark spot on his shiny green forehead.

Weiss felt her knees buckle, but she struggled to keep herself standing. Her aura meter is at nine percent. That last attack took nearly everything out of her. If it weren't for that endurance training back at Bootcamp, she did not doubt that she would've fainted.

Weiss heard a groan from behind her. From the sound of it, it appears Yang had regained her mind. She heard footsteps approach her.

"Ugh…" Yang groaned as she rubbed the back of her head. "What happened…?"

"The Leader took control of your mind," Weiss explained through ragged breaths. "You were a temporary enemy until now."

"What?" Yang's eyes shot wide. Her gaze turned red as she glared at the leader. She moved to pummel him, but Weiss held her back by her robot hand.

"He's already out," Weiss reminded.

"But somebody has got to pay for messing with my head!"

Just then, something crashed into the ground. It was Hulk, who was groaning as the Abomination leaped onto the sand.

"Is that all you got?" Abomination asked smugly. "I'm starting to think you've gotten soft!"

"You talk too much," Hulk retorted. He got up but Yang held a handout in front of him

"This guy's mine…" Yang said in a low voice.

"But…" Hulk flinched when Yang looked at him with her red eyes that conveyed the message _don't_. Then she turned and marched slowly towards the Abomination.

Yang didn't say anything rather reared back her right arm. It segmented to expose a yellow core pulsing with yellow energy. It flared like fire and the arm piece recombined back into an arm, only this time, it emanated a yellow glow.

"HUUUUAAAAH!" Yang roared as she threw the fist at the Abomination. Upon impact, all the energy her semblance collected from the blows of the inmates and stored in her arm exploded, flashing a yellow light that blinded everyone. When it died down, Yang's arm was smoking, and Abomination had a scorching spot on his chest.

Yang turned around and walked away. A few seconds later, Abomination fell to his knees and flat on the ground. His eyes showed their whites.

"Much better!" Yang declared happily, clapping her hands to dust them off. Hulk and Weiss watched her with open mouths. Weiss turned to the Hulk.

"What have you and Walters been teaching her?"

* * *

Pyrrha threw another inmate into another and proceeded to knock them out. Then she cast Milo in whip mode to snag an inmate's gun. With her semblance, she had the claw smack it against his head, knocking him out.

"Don't move!"

Pyrrha stopped. The remaining inmate had a hostage at knifepoint.

"Make a move and the guard here gets it!"

Pyrrha didn't move, nor did she show an ounce of fear. Because what the inmate didn't notice was her friend appearing behind him. Quickly, Blake wrapped an arm around the inmate's neck, applying pressure. The inmate let go of his host as he struggled against her arm. Despite his efforts, Blake not only managed to keep her grip, but she applied more pressure until eventually, he stiffened. Blake let go of the inmate and clapped her hands.

"That's the last of them," Blake said. Then she put a finger to her ear. "Captain, we've cleared cell block T."

"_Great Work,"_ Steve replied through the comms. _"I and Black Widow have cleared Cell Block W. Meet Hawkeye at the next rendezvous point. We're almost done."_

"Will do," Blake said, ending communications. The guard they rescued approached them.

"Thank you," He said. "If you weren't here, I don't know what would've happened."

"It's part of what we do," Pyrrha said with a smile.

"Still, thank you for helping me and my men," He continued. "Though there is still one unaccounted for. His name is Richard Roe. The last time we saw him is when he got transferred to guard duty for a special part of the prison. It will be a great relief if you can find him."

"We'll be on the lookout," Pyrrha promised. "Do you know where to go?"

"Just follow the red line," The guard pointed to a red line on the ground. "It'll lead you to it."

"Thank you," Blake said. "Get to safety. S.H.I.E.L.D will arrive here at any moment."

"One more thing," The guard said before they could take off. "What do you guys call yourselves?"

Before Blake could say anything, Pyrrha had already opened her mouth to say, "We're Belle and Nike."

As soon as they begin walking, Blake shot a glare in her direction. "Really? I thought those weren't going to be our permanent names."

"I'm sorry," Pyrrha apologized. "But you have to admit, you are beautiful. It suits you."

"It also reminds me of something I don't have," Blake snapped, causing them to stop. The cat faunus' face became remorseful. "Look, Nike, I'm sorry. Don't get me wrong, I love the story. But, I'm not the girl who gets prince charming in the end. Our beasts are different."

Pyrrha immediately knew what she was talking about, but she respectfully let the discussion end.

"This must be it," Pyrrha said as they approached the end of the red line. In front of them stood a door that is ajar. Their masks scanned the door and it turned out that, unlike the others, this one is made out of an enhanced polycarbonate. What puzzled them the most was the sign on the door.

**NO METAL BEYOND THIS POINT**

"You think they mean weapons?" Pyrrha asked as they stepped inside. The corridor was dark, but her mask automatically activated night vision.

"It could be that the prisoner inside can control metal," Blake said as they walked down the corridor. "Maybe that's the point of the sign. If they're stuck inside a place without metal, they would be powerless. But who would they have here?"

Then Pyrrha let out a gasp.

"Hey, I think I found Mr. Roe," Pyrrha pointed to a slumped body against the wall. She ran over to examine him. Her HUD identified him as Richard Roe. Her face drooped. "He's dead…"

Blake, however, was still immersed in her thoughts. The talk of metal reminded her of a conversation she had with Pietro and Wanda. Like her, they are part of a species of humanity that was prosecuted because they were different. What made her connect with them more was that they once fought for the wrong side. They were part of a brotherhood that was led by a man named…

The faunus' amber eyes widened in realization.

"What could have killed him?" Pyrrha asked herself. From examining his body, he appeared to have drops of blood all over his body. That wasn't enough to make him die of blood loss.

"He had too much iron in his blood."

The two huntresses-in-training looked up and Blake felt herself go cold. Stepping towards them is an elderly but physically fit man in red and purple armor. Bit of metal can be seen flying and fusing into his armor. He held a hand up so that two metal balls are orbiting over it. Even without his helmet, their HUD's had no trouble identifying the man.

_Max Eisenhardt AKA Magneto. Abilities: Magnetokinesis._

"Iron has a more valuable role than forging guns and knives. Without it, the blood can't carry hemoglobin. If it's removed…then you've already become a corpse."

Blake and Pyrrha immediately raised their weapons in their gun forms and fired upon him, emptying the clips. Magneto simply raised a hand and stopped the bullets. Magneto examined the bullets and them with an unimpressed look.

"You people never learn," Magneto said. With a wave of his free hand, he turned the bullets around and repelled them with a magnetic force. Pyrrha raised Akouo just in time to block the speeding bullets. Blake had to create three shadows to avoid being hit by the bullets. Even if her aura can protect her, there's a chance that someone at his level can break it with ease.

Blake cursed under her breath. In their haste and anger, the forgot that their bullets are made from metal, of course, he would be able to repel them.

"Nike, we have to go," Blake said. "With our situation, we're not going to be able to beat him."

"You go and get back up," Pyrrha said. "I'll hold him off here."

"Don't be stupid," Blake argued. "He's out of your league!"

"Which is why I will hold him off," Pyrrha said with an added stare. "Trust me."

Blake stared at her for a moment. Gritting her teeth, she turned and ran down the direction they came from. Now, it is just Pyrrha and Magneto.

"Nike," Magneto said in contemplation. "In Greek mythology, she is the goddess of victory. Athena held her in the palm of her hand as a way to represent being victorious in war. Your feline friend must think very highly of you to leave you here."

"I get that a lot," Pyrrha admitted, getting into a fighting stance. "But let's just say that it is temporary."

"But she is right though," Magneto said. "I'm beyond you."

Then, he sent the metal balls at her. Instead of raising Akouo, Pyrrha held out her hand and activated her semblance. A black aura enveloped the balls, halting them in midair. Magneto's eyebrows raised at this development.

"Interesting. You appear to have the same power as mine. I can see why the name would fit you. But I have ways around it."

He dropped his hold on the balls and held a palm out. Electricity sparked around his body as it traveled to his outstretched hand. Then, lightning bolts leaped from his fingers and arched towards her. Pyrrha instinctively stopped using her semblance and raised her shield. The lightning hit her shield, but it spread all over her body, causing her pain. If it weren't for her aura, she did not doubt that she would've been dead. Grunting, she turned Milo into whip form and swung it at Magneto. He just waved so that it hit the plastic wall beside him. Then, to her disbelief, Milo became fused with it. Pyrrha let go of her weapon and threw Akouo. Magneto stopped it, but that was what she expected to do as she charged at him with a fist raised.

Then she felt something wrap around her ankles, stopping her mid-step. As she fell to the ground, she felt something restrain her wrists. Looking over her shoulder, she saw that the metal balls that Magneto used had become restraints.

"Normally you would've been charred by that blast," Magneto said. "But it appears that you have more than one ability. It's rare to possess more than one mutation."

"I'm sorry to disappoint you, but I'm not a mutant."

Magneto looked surprised.

"That's unfortunate," He sighed. "I would love to help you discover the true potential of your powers…or at least offer you a place in my brotherhood."

He stepped around her and began walking to the exit.

"You can't escape," Pyrrha shouted, causing the Master of Magnetism to stop in his tracks. She strained to look over her shoulder. "The Avengers and S.H.I.E.L.D have the entire prison surrounded."

"The Avengers?" Magneto mused. To her confusion, he laughed lightly as he spread out his arm. "I expected the X-Men, but this is quite an honor. I suppose I should return the favor with a display."

Then, she felt the earth rumble.

* * *

"That's the last of them," Ruby said as Tony welded the last wire.

"The power should be kicking in right about now," Tony checked his HUD. Sure enough, the electrical lighting lit up. His screen showed him that the generator is back online.

"Well done kid," Tony said to Ruby. "you've managed to fix the generator and keep every inmate in here."

"Aww," Ruby bashfully scratched her cheek. "It was nothing."

Then the power began to flicker.

"What the?"

"_Tony," _Steve said into the comms. _"Our communications are getting faulty. What's going on?"_

"Hold on," Tony checked his scanners. To his frustration, they were glitching due to some interference. "I'm detecting a magnetic anomaly all around the Raft. It's shortening out the generator and the comms."

"_Can…any…hear…" _The communication was breaking up. Despite the static, Jaune and Ruby recognized the voice of Blake Belladonna.

"Blake! I mean— Beauty!" Ruby shouted into her comms. "Are you alright? What's going on?"

"_Nike…fighting…Magneto…"_ That was all they could get before she got cut off.

"_Magneto," _Wanda snarled over the comms. _"I wouldn't be surprised if the polarity of the planet was reversed. If he's loose, that can mean trouble."_

"She said something about Nike," Jaune said with concern. He had heard about Magneto from an account of Wanda and Pietro. If he's as powerful as they say he is, then not even Pyrrha will be enough to take him down. "Where is she?!"

"_I lost visual on her," _Sam said. _"But I last saw her position northeast of your position! I'm on my way."_

Just then, they felt the earth rumble again. Sam swore on the comms.

"_He isn't just breaking out!" _Sam shouted. _"The entire prison is breaking out!"_

"_Get everyone and evacuate," _Captain America ordered. _"I'll send Pietro and Wanda after Pyrrha and Blake."_

* * *

Ren skidded away from Taskmaster. They have been fighting for several minutes and Ren was getting tired. Taskmaster, however, looked fine. Every time Ren changed styles, Taskmaster would change also.

That was when he felt the earth rumbling.

"Looks like he's out," Taskmaster said as he deactivated his sword to store it behind him. "Time, I made my leave."

Taskmaster turns and ran. He didn't get far when a grenade landed on the ground near him. It exploded into foam that enveloped his legs.

"What the—" Taskmaster glanced at Nora, who held Magnhild in grenade launcher form. The armor had retreated into her uniform. He was caught up in his fight with Ren that he had forgotten about her.

"You're not going anywhere!" Nora declared.

"Magni!" Ren ran over to her and knelt. "Are you alright?"

Nora blushed as his face came close to hers. "Y-yeah, I mean…why wouldn't I be? I regained consciousness…"

"Magni! Shang!"

Ren and Nora looked up to see Sam landing in front of them. "You alright?"

"We are," Ren affirmed. "We fought Taskmaster and…"

His voice trailed off when he saw the spot the mercenary. The foam was still hardened, but it held nothing.

"Where did he go?" Nora exclaimed. "I had him!"

"We'll worry about that later," Sam said. "The entire area is about to become airspace. We need to get everybody off the island."

He grabbed an arm from each of them and flew off.

* * *

Yang and She-Hulk were had just finished a friendly competition of pummeling the most inmates when they felt the earth shake.

"What the—"

Right before their eyes, the entire prison is slowly being lifted out of the ground. Chunks of rock fell to the ground as the Raft broke into pieces. The pieces began to orbit alone platform.

"Did they add an anti-gravity drive or something?" Yang asked.

"I think they would've mentioned it if they did," She-Hulk said as Weiss joined in. A bright light shone above them, and Captain Marvel landed.

"Captain, what's going on?" Weiss asked.

"Magneto had just broken out," Carol said. "Belle reported but we lost contact with her."

"What?" Yang's eyes widened in shock. She marched up to Carol, her face etched with concern for her partner. "Where is she?"

"We don't know," Carol admitted. "We lost contact with her after her comms broke down."

"Then we have to go find her!" Yang shouted, she made her way to the floating debris, but She-Hulk stood in her path.

"You can't"

"Get out of my way!"

"Don't be reckless Yang," Thor said as he landed beside her. "Rage only leads to recklessness. Don't forget that you also have metal for Magneto to take advantage of. We've sent people to find her."

They held her gaze for a moment. Then Yang's eyes became lilac again as she stared up.

"Please be alright…"

* * *

Pyrrha watched Magneto, whose face had a perfect image of calm, as he lifted the pieces of the Raft off the ground. It was there that she knew that he had been toying with her. His skill with his powers has outmatched hers. There was a reason that they called him the master of magnetism.

Despite that, she had to stop him.

She focused her semblance on her restraints. They glowed black as she pulled them apart. She reached down and did the same to the ones on her ankles. Then she stood up and glared at Magneto, who seemed to have noticed that she broke out.

"Impressive, but not enough. It will take more than that to beat me."

"You're right," Pyrrha admitted. "in terms of technique, I won't be able to beat you." Then she smiled. "But you know what you are wearing. You're wearing metal."

She reached out and activated her semblance. This time, Magneto's armor glowed black. He didn't have time to react as Pyrrha used his armor to apply pressure to his body. He gritted in pain as he was being crushed. Despite the pain, he did a good job of keeping the Raft afloat. She can't just knock him unconscious, otherwise, everything will fall, killing everybody on the island.

"Put everything back on the ground, NOW," Pyrrha declared firmly. "Gently."

"Nike!"

Pyrrha turned to see Blake climbing up the platform. The cat faunus looked no worse for wear as she approached her.

"Are you okay?"

"I'm alright," Pyrrha said as she turned to face Magneto once more. "I just need him to—"

Suddenly, she felt something collide with her head. She lost her grip as she fell on her side to the ground. She looked up at her attacker, which to her confusion, was Blake. Blake frowned as if she expected her to be unconscious from that hit. While Pyrrha is still reeling from shock, Blake pounced on her and gripped her throat. Pyrrha tried to get her off, but Blake's grip was strong.

"Belle?" Pyrrha asked in between breaths. "What are you doing?"

"Are you sure you're talking to her?" Blake whispered cryptically. Then, her eyes flashed yellow as Blake suddenly shifted from head to toe. Gone was the black suit to be replaced by a white suit with elbow-length gloves, a skirt that exposed her blue legs, white thigh-high boots and a black belt with skulls around her slender waist. Her black ear and faunus ears are replaced with red hair and a skull on the crown of her head. Her purple lips curled into a cruel smile as Pyrrha lost consciousness.

"Though I admit, I'm a little jealous of her name," Raven Darkholme, AKA Mystique, said as she got off Pyrrha. "It suits her friend. That cat ears make it cute."

"Anyone can be beautiful as you, Raven," Magneto said as he recovered his wind and next to her.

"Yeah right," Mystique scoffed. Then she held out the object she used to hit Pyrrha with. It was a red helmet with purple outlines along the edges. On the forehead is a red ornament of ruby with two horns. "I found this in the confusion."

"Thank you, Raven," Magneto said as his helmet levitated from her hand and into his. Magneto donned his helmet, completing his look. "Now to leave this place."

"You can say that again," A gruff voice said. Magneto and Raven turned to see a man in a brown and yellow suit with furs at the neck walking towards them. On his shoulder is Blake unconscious.

"It's about time we left this place," Victor Creed, AKA Sabretooth, smiled.

"Victor," Magneto spoke in a disapproving tone. "What are you doing with her?"

"I figured I could use a plaything," Victor replied. "Smells fresh and new. I could have fun with her."

"You realize that would slow us, down right?" Raven asked. She knew what became of Victor's playthings. Even if she is an enemy, she didn't want that girls' fate on her hands. She spread her hands wide. "If you take her, you'll be giving the Avengers another reason to hunt us down first. We've already wrecked the Raft."

"Let them come," Victor smiled, baring his fangs. "If they come, then that will mean that Wolverine will come."

"Victor," Magneto said in a calm but stoic voice. "I will only say this once. Leave her."

Mystique knew that tone as she heard it multiple times for Sabretooth's acts of insubordination. It never ended well for him if he pursued this course. But Victor didn't learn anything either from his time in prison or experience.

"Oh, come on. I went through a lot of prison time for this! At least let me—"

Victor stopped when he felt his body move against his will. Slowly, his arms took the body of Blake and laid her on the ground. Then, he was levitated directly into the face of Magneto.

"I said, _leave her_, "Magneto said, his voice carrying a threatening edge. "Or would you like to experience what I did to Wolverine? When I ripped out his adamantium skeleton?"

Sabretooth's face writhed in pain. "Alright! Alright! I get it!"

"Good," Magneto released his hold on Sabretooth and let him fall to the ground. As soon as he turned around, he heard a yelp of pain. He turned around to see Victor caught on fire. The man was howling in pain as he tried to pat out the flames.

"Magneto!"

The three members of the Brotherhood of Mutants looked up to see the Scarlet Witch descending in front of them. Her eyes are red as crimson energy crackled in her hands. It was clear that she's the one who set Victor on fire.

"Hello Wanda," Magneto greeted. "I see that you have improved with your Hex bolts. As much as I want to catch up, I have other things to attend to. If I were you, I'd focus on getting you and your friends out of here."

Behind him, a wormhole opened up. Magneto and his associates entered it. Victor shot a glare at her before following inside. The portal closed just as a silver blur reached it.

"Dammit!" Pietro cursed before turning to his sister. "Since when the hell can he do that?"

"Who cares?" Wanda shouted. "We've got to get out of here. Magneto was the only one keeping this afloat."

At that moment, she felt the ground beneath her shift. The siblings looked at each other and nodded. Quicksilver lived up to his name as he took Blake into his arms, bridal style, and ran off the edge. Thanks to his time perception, he was able to reach the ground at super-speed by launching from different bits of debris. Wanda levitated Pyrrha towards her with her telekinesis and enveloped them in a red glow as she teleported them to safety.

Meanwhile, the debris hit the ground where the Raft once stood.

* * *

_Avengers Mansion, 2 hours later…_

"In short, Magneto's upheaval of the Raft allowed nearly most of the prisoners to escape," Nick Fury said. The Avengers had gathered in the lounge, which still has part decorations. Teams RWBY and JNPR had been taken to the medical bay to look into possible permanent injuries. "The rest are either severely injured or killed. In the meantime, we have to build another Raft."

"It's the massive break out again," Steve sighed. "How many have escaped?"

"We're still counting," Nick replied. "Hopefully it isn't bigger than the massive of the escapees are level seven threats. Aside from Magneto is Green Goblin, Living Laser, Sabretooth, Doctor Octopus… the list goes on."

"There's also Taskmaster," Hawkeye said. "According to Ren's account, he's the one who masterminded the breakout."

"If that's true, then that's reason enough to issue a manhunt for him," Nick said, before sighing frustratingly. "Even though we don't even know what he looks like. In the meantime, how are the children?"

"They're recovering, Director," Natasha answered. "But they're feeling worse. They feel that they weren't…for a lack of a better word, strong enough. They felt that they should've done more to stop the breakout.

"They did what they could," Fury said. "It happens even to the best of us. Shame they had to find out the hard way. However, their efforts weren't in vain as there are still some prisoners that they secured. Can I count on everyone to assist me in rounding up the escapees?"

"You can count on it," Carol said. She turned to the second Wasp. "I have a feeling we'll be pulling an overnighter. Do you think you can get your mother to help out?"

"I'll see if she's available," Hope said. "But what about teams RWBY and JNPR?"

"We'll have to give them a break," Steve declared. "They've been through enough already. They shouldn't have to work overtime for this."

"Maybe that's the problem," Tony said, drawing everyone's attention.

"What do you mean?"

"Think about it. They feel like they're responsible for the whole breakout succeeding. If we put this workload on them, they'll develop an unhealthy mindset that they have to hunt down every villain that escape. If that happens, they will exhaust themselves. We can't have that. We're forcing too much responsibility on them."

"So, what should they be doing?" Clint asked. "It's not like we have a play area for them at Avengers Mansion."

Tony sighed. "I think they should enjoy being teenagers while they still are, while also helping out. By doing that, they can avoid developing that aforementioned mindset. They even have to get settled into high school anyways. So why not let kids be kids?"

"You mean like hang out with people their age?" Carol asked. "With other teenagers?"

The idea was appealing to her, and she knew just where to find such people. She and Fury shared the same look.

"I've thought of the same thing," Nick said. "Which is why I called someone in."

The doors opened and a woman walked in. Her black hair has purple highlights which matched her purple and grey suit. On her forearms are silver gauntlets. She stood before the director of S.H.I.E.L.D and saluted.

"Reporting in Director," Daisy Johnson, AKA Quake, said. "What do you need?"

* * *

_Latveria_

"One million dollars as promised," Dr. Doom said as he presented a briefcase in front of Taskmaster.

"Pleasure doing business with you," Taskmaster said, taking the briefcase. He held a thumb drive before him. "The original footage was damaged from Magento's powers. But I had a backup in place. I hope it isn't any trouble, Lord Doom."

"It isn't," Dr. Doom took the thumb drive and walked over to the set of computer screens. He inserted it into the port and the screen flared to life. Each screen showed footage of the teenage superheroes that foiled the Frightful Fours assault on Avengers Tower. Dr. Doom watched their fights carefully, taking note of their weapons, skills, and powers. "Any damage done can and will be corrected. There are some outcomes one can't predict."

"If I mask ask," Taskmaster said. "Why go through the trouble of a breakout over a few kids?"

"What is knowledge without the unknown?" Dr. Doom said, without taking his eyes off the screen. "In a game of chess, one must know the pieces on the board well. When a new piece enters, that's when the game becomes interesting."

Taskmaster said nothing. His eyes found the red garbed girl as she transformed the Bo-staff into a scythe. She twirled it and held it so that she held it with the blade arching down. Taskmaster took a nearby scythe and mimicked the same motions thanks to his photographic reflexes.

"Interesting indeed."

**[~][~]**

**Another chapter is done. Teams RWBY and JNPR have all experienced a prison break almost like the massive breakout. Then they learn just how powerful most of the villains are compared to the white fang grunts they've faced. Not to mention that Dr. Doom orchestrated the whole thing. Also, I'm going to refer him and Sabretooth by their villain names to avoid confusion. Anyway, I hoped you all enjoyed the chapter.**

**Now on to Q&A:**

**Mastergamer14: I have plans for Raven. None of which involve her dropping in on Earth anytime soon. You forget that she's on Kang's list of people he holds responsible.**

** 1968: I'd like to point out that some of those names are taken. But thanks for suggesting them.**

**Edinosaur25: I'd love to see that happen, but not too soon. As for the Thunderbolts, we'll see.**

**The mysterious Mr.E: I'm pretty sure Qrow would shoot himself if Nick doesn't due to his misfortune. As for the rest, I already have plans for them.**

**Matt22152: wait and see.**

**Thank you, for reading. See you all next time.**


	11. The Secret Warriors

**Remnants Mightiest Heroes!**

**Chapter 9: The Secret Warriors**

**[~][~]**

_New York_

The peaceful silence of the night is interrupted by the sound of broken walls and movement.

"Grab what you can and wreck the place!" Dirk Garthwaite, AKA the Wrecker, shouted to his partners, The Wrecking Crew. He is dressed in his green suit and a purple ski mask. In his left hand, he held a four-foot-long cast iron crowbar.

They are in the process of robbing a bank. Eliot Franklin, AKA Thunderball, sat at the wheel of a cargo truck, ready to make the getaway as soon as the police arrive. Brian Calvshy and Henry Camp, AKA Piledriver and Bulldozer respectively, are loading bags of money into the truck.

"That's the last of em," Piledriver announced as he loaded the last bag. "Now let's mess the place."

"About time!" Bulldozer pounded his fists together. "We gotta leave our callin card somehow!"

"Took the words out of my mouth," The Wrecker nodded. "He turned to Thunderball. "Come on out!" It's wrecking time!"

"Three days out of the raft and what are you guys doing? Robbing a bank in the middle of the night! Are you kidding me?"

The Wrecking Crew looked up to see Ghost-Spider crouching on top of the building. Despite the mask, she showed a bored expression.

"I mean, can't you guys think of something more original for a change?" She asked. "Mr. Negative robbed this bank three days ago!"

"Ghost-Spider!" The Wrecker shouted. His crew gathered around him. Thunderball got out of the truck and pressed a button on his wrist, deploying a ball on-chain. "You plan on stopping us?"

"Didn't even take you a second," Ghost-Spider commented. "I was worried most of you are only meatheads."

"Hey!" Thunderball shouted in protest.

"Ignore her," The Wrecker ordered. He hefted his crowbar at her. "You think you can defeat us? Your webs and quips are like flies to the Wrecking Crew, bug. We've gone toe-to-toe with Thor! You're just dead meat waitin'—"

A strand of web suddenly attached itself to his crowbar. With her spider strength, Ghost-Spider yanked it out of his hands and hurled it into the air. As it flew, the Wrecker felt his strength leave him. He can also tell that his crew is feeling the same thing. The Crowbar is the source of their strength after all.

"As much as I'd love to hear an evil speech, let's just get this over with."

With that, Ghost-Spider shot a web tether to the Wrecker's chest. She leaped off and pulled herself to him. Utilizing gravity, she spun in mid-air and slammed her heel to the side of The Wrecker's head. The blow is enough to render him unconscious.

"Why you little—!" Piledriver tried to punch her, but she backflipped and stuck herself on his back.

"Stick a pin in it, Piledriver," Ghost-Spider quipped. Then her spider-sense tingled. She leaped off him just in time to avoid Bulldozer, who crashed into Piledriver.

"Thank you for watching your buddies back, Bulldozer," Ghost-Spider quipped again as she fired web net onto them for restraint. "I was worried that I would be stuck doing it."

Then she ducked to avoid Thunderball's ball and chain. She had to admit, he's surprisingly strong without Wrecker boosting his strength, otherwise, he wouldn't have been able to lift that thing. Thunderball grunted as he pulled it back and swung it over his head. Then he threw his weapon at her, to which she dodged again and grabbed it by the chain. Thunderball's eyes widened as he was pulled off the ground and spun in the air like a tetherball. Then, she let go to let him fly into a group of trash cans where he collapsed into unconsciousness.

"Strike and you're out, Thunderball," Ghost-Spider said as she tilted her head to the side. The Wreckers Crowbar zipped past her head and smashed into the ground in front of her.

"10 seconds straight, a new record," Ghost-Spider said. She surveyed the area and frowned. "But still no sign of him…yet."

She said the last part with both distaste and disappointment. Then she heard her phone ring. Ghost-Spider pulled out her phone and blanched at the caller ID.

DAD

"Oh, webs!" Ghost-Spider yelped as she shot a web to a building and begun web-swinging. She could hear the sirens of the police. "I'm almost late for curfew!"

* * *

"You're going to be late! Hey, and don't think I didn't notice you breaking curfew last night, eh?"

"Wha-who-where-how?!" Kamala Khan's head shot up from the table, which had been laying on the table next to a finished bowl of cereal. She was dressed in a denim vest over a dark grey hoodie with a yellow shirt. A red shalwar is wrapped around her neck along with a necklace with a yellow lightning bolt. A yellow bracelet is wrapped around her left wrist.

"Ok, ok, I'm going, Ammi," Kamala said as Muneeba Khan pushed her books into her hands and began guiding her to the door. "Not so much pushing."

"Beti, you need to get more sleep," Yusef Khan said as he came down the stairs. "Your studies must come first! Don't make me ground you from the fanfictions, too."

"Okay," Kamala said as she closed the door. Then she reopened it to stick her head back in, her shoulder-length dark-brown hair hanging down. "Wait. Writing them or reading them?"

"Both!"

Kamala meekly waved goodbye and closed the door. "Yikes. That is serious."

She began walking down the street. Last night, she had been on patrol and took a quick sandwich break. It was then somebody had the gall to rob it. She stopped it, but then she lost her sandwich and missed curfew…_again_. She made a mental note to finish all her studies before heading back to Wilson's Auto.

"Kamala!"

Kamala behind her to see a brown-haired girl her age running towards her. She wore a denim vest over a pink shirt and green cargo pants. On her wrist is a watch with an acorn icon. Kamala recognized her.

"Doreen?" Kamala asked as her best friend stopped in front of her to catch her breath. "What are you doing here?"

"I thought you would like some company," She said excitedly as she fell into step with her. "Also, so I can tell you the news!"

Then, they heard tiny chittering. A bulge within Doreen's clothes moved as a squirrel exited the neck of her shirt. It sat upon her shoulder and chirped and squeaked at Kamala. Around its neck is a pink collar with a silver tag.

"Tippy-Toe T. T-Toes!" Doreen chastised her furry companion. "I said I would tell her. We talked about this."

Tippy-Toe chirped sadly.

"So…what's going on?" Kamala finally asked.

"Okay, you see…" Doreen leaned in and whispered into her friends' ear so that nobody else would listen in. When she finished, Kamala's eyes widened.

"Are you serious?"

"Yep," Doreen said with a small op and an excited smile. "We're getting eight new members. All trained by the top dogs themselves! Though I don't know if they're joining us but whatever."

"That's exciting," Kamala admitted as they approached their school. "When do we meet them?"

"Where are we going to meet them is the question. Their coming to our school!" Doreen said, taking Kamala by surprise.

"Really?"

"Really!" Doreen nodded. Then her face scrunched up as if she remembered something. She put a finger to her chin. "No, wait! Seven of them are attending our school. One of them is going somewhere else."

"Another school? Where?"

* * *

Ruby didn't know what is worse: being possessed by an alien symbiote or this.

She stood before a pristine white building with blue windows. People, students, and teachers she assumed, entered the building. This is Horizon High, her new high school from here on out.

Despite fighting Grimm and supervillains, her nervousness drowned out the noise of traffic.

"Why am I the only one going?" Ruby asked herself. She is dressed in a red hoodie, black pants with matching boots, and a red book bag over her shoulder. She couldn't wear her favorite cloak because it's part of her costume. Not to mention it's now a target for many escapees looking for her.

She stared at the high school for a moment before the glass doors opened. A red-haired and mustached man walked out. He is dressed in a blue shirt and brown pants. He walked over to a still nervous Ruby with a friendly smile behind his spectacles.

"Ruby Rose I presume?" He asked.

"Um…yeah…" Ruby said nervously.

"I was afraid we scared you off," He chuckled. "Stark mentioned in his endorsement letter, and I quote, 'if she's not in the building, then she might be outside staring at it."

"Yeah, he got that right…" Ruby grumbled. Stark had been the reason that she even got into Horizon High. He said that she can cultivate her 'potential' here. To her utter horror, her friends had agreed.

"Well, allow me to introduce myself," The man said. "My name is Max Modell. I'm going to be your principal during your time at Horizon High."

"Nice to meet you, Mr. Modell," Ruby said.

"Please. Just call me Max," Max said as he gestured her to follow her. As they walked toward the doors, Ruby took in the statue standing at the entrance. It featured a crouching man wearing a suit with web motifs. The white eyes stared straight ahead as if in constant vigilance.

"Who's that?" Ruby asked. Max followed her gaze and back.

"You must be new to town if you don't recognize Spider-Man."

"Spider-Man?" The name ringed a bell. "Isn't he that guy that J. Jonah Jameson has been yelling about? How he is a menace and all that?"

"I see you've been listening," Max said with a frown. "I'm surprised that the city let him post an electronic bulletin where he can yell his head off every day. I recommend checking what you hear, you may be surprised that some of his talk about him being a menace is just…well, talk. He's been running a smear campaign against him ever since he showed. He'd even go so far as accusing him of collaborating with the criminals he's put away."

"But why?" Ruby asked. "Did Spider-Man do something to him?"

"Not that we have heard of. But Spider-Man has done the city better than Jameson refuses to admit. Some of it happens to involve this school."

"So, he's the mascot?" Ruby surmised to which Max nodded. They entered the doors of Horizon.

"Allow me to express that we are proud to have you here at Horizon," Max said as they walked through the lobby. "Let me say that entering our school is no easy feat. To do so, you have to have a certain kind of intellect. An intellect that can solve equations like the ones sent to you yesterday."

"My head still hurts from that," Ruby groaned. During Bootcamp, they did a math class and Stark easily singled her out. Thanks to that, she had to do some equations. She remembered one of them explaining how moisture interacts with vibration.

"My apologies, but that's our entrance requirement," Max said. "Stark sent some samples of your work. I'm impressed with your safe landing foam and sonic disruptors. Though I am more interested in your mech shifting devices. I suppose that's the reason that you wanted to explore the field of nanotech?"

"It has a lot of potentials," Ruby said. In truth, she wanted to study nanotech so that she can improve their weapons. But he didn't need to know that. Though she might expand her horizons…

She almost laughed at that mental pun.

"We also provide students with personal labs," Max continued. "Here at Horizon, we make sure to provide our students with the equipment they need."

"Really?" Ruby perked up. That got her interest.

"You still need to purchase some of your materials of course," Max said. Ruby knew right away she had to get a job. "I could tell you the cool stuff we're working on, but I'd rather show them to you. So, let's start your orientation."

They arrived at what she assumed to be Max's office. He walked over to his desk and picked up a planner a few materials.

"Your student planner," Max explained as he handed it to Ruby. "You'll also find the schedule of your classes and special events. Also, a sheet on our safety drills and evacuations procedures. Please read them carefully."

"Okay."

"I've also arranged for a student to help you with the rest of your orientation," Max said as the door to admit a person. His eyes widened in surprise. "Jane Doe? I was expecting Gwen Stacy."

"She called in sick," Jane Doe replied. "She asked me to fill in for her."

"Oh…I see," Max said slowly. "I was hoping she can show her around."

"I'll wait outside," Jane said to Ruby. "Also, welcome to Horizon."

As she walked out of the office, Ruby noticed a troubled look on the principal's face.

"Is something wrong?"

"It's nothing," He said, but she can tell otherwise. "I'd get started on your orientation. I hope you don't want to be late for your first day."

"Right!" Ruby yelped and bolted out the door, faster than he could blink. She stopped before the surprised Jane Doe.

"Can we please get started on orientation down? I don't want to be late!"

Max allowed himself a smile. Things are about to get interesting with Horizon's new student.

* * *

"We have a few transfer students today. Please welcome Weiss Schnee, Blake Belladonna, and Yang Xiao Long."

The three members of RWBY stood before their new classmates. Weiss wore a blue bolero over a white shirt with jeans, Blake wore a black shirt with similar colored pants, and a black ribbon tying her hair in a ponytail. Yang is wearing an open yellow hoodie with an orange shirt and brown pants.

There are murmurs about them inside the classroom.

"Whoa. They are total knockouts."

"Weiss Schnee? Doesn't that sound German?"

"You see how long that hair is?"

"Don't," Blake whispered to an incensed Wiess. "That will only make us stand out more."

"But it's so rude…"

"Please to meet you all," Yang waved with a smile. Weiss and Blake groaned as some of the boys swooning over her.

"Now then…" Their teacher said. "I think you'll find seats next to…"

"Over here, Ms. Doe"

All eyes turned to a nervous brown-haired girl. She gestured to two empty seats next to her and one behind her.

"There are seats right next to me."

"Thank you, Miss Khan. Miss Schnee, Miss Belladonna, and Miss Xiao Long you can make those your permanent seats. Please sit down."

The three Remnatians nodded and walked to where their classmate stood and sat down. As the teacher began her lesson, the student leaned forward.

"Hi, my name is Kamala Khan," She whispered. "Pleased to meet you Weiss, Blake, and Yang."

"Same to you Kamala," Weiss whispered back. She returned her attention to the teacher. From the corner of her eye, she could see that Kamala worked to say more.

"Yes?"

"I was wondering if you three are…you know, available during lunch?"

"We might be," Blake said. "Why?"

"It's that there are things we would like to talk about," Kamala said. "Did anyone tell you that you're meeting…umm…anyone with a double life?"

"Double life? What are you talking…oh?"

It was then that Weiss realized what she was talking about. Earlier this morning, when Clint told them that they are going to be meeting with a team of superheroes their age, led by an agent of S.H.I.E.L.D named 'Daisy Johnson'. He told them that some of them will be attending the same schools they are.

Kamala seemed to realize that they understood, and she nodded.

"I know a place where we can talk about. Here isn't good. Ms. Doe is like a despot when it comes to no talking in class."

"Ms. Khan, if you are done talking, perhaps you can solve this problem."

Kamala jumped at that. With a groan, she stood up and began to answer the equation on the board.

* * *

"…and this is the think tank," Jane said as she led Ruby into a laboratory with a wide window. Ruby's eyes scanned the tables with lab equipment and unfinished inventions. Students crowded around them with tools. "This is where everyone shows off the work they've been doing."

"This is cool," Ruby said. She turned to see a bulky robot with the number seven on its right side. Immediately her thought drifted towards Penny, her gyroid friend back on Remnant. But she pushed that aside. "What's that?"

"That's a security robot that Miles Morales made," Jane answered. "He's one of our classmates. If he was here, I do not doubt that it would've mistaken you as an intruder when activated. That is if he hasn't updated it."

"Okay," Ruby said. Something had been nagging at her mind. "Say, Jane, can I ask a question?"

"Sure."

"Is everything alright here?" Ruby asked. When Jane became confused, she clarified. "I noticed that Max looked down when…Gwen Stacy was it?"

"Yep," Jane nodded. "The Queen of Preparation. She's one of our top students, though…"

Jane had a frown on her face.

"Did something happen?" Ruby asked.

"I don't know if I should talk about this," Jane said uncertainly.

"I could find out anyway," She said hopefully.

"Okay, fine," Jane said in resignation. "A few days ago, three students went missing. Peter Parker, Anya Corazon, and Miles Morales. Nobody has seen or heard from them ever since, not even their parents. Max reported it to the police, but they haven't found any leads. What's worse was that Gwen hasn't been acting like herself."

"How?"

"She'd come home tired and dressed haphazardly. Then it becomes her coming to school late. Sometimes she would flat out skip it. Now she's called in sick for the first time. Max hasn't lowered her grades or worse expelled her yet. But if this keeps up, I don't think he can help her anymore."

"That sounds troublesome," Ruby said. She could see why Max wouldn't want to trouble her with this. He thought that it would scare her. Instead, she began to wonder what became of the missing students.

"Anyway, we'd better get to class."

"Oh, right!"

* * *

"So, your characters are from another planet, accused of something that you didn't do, and our possible new players for our campaign?"

The thirds of team RWBY and JNPR sat in the open area for lunch. Like their friends, Team JNPR enjoyed their time at this school. Pyrrha liked the fact that this school has no combat class so that the whole 'invincible girl' reputation doesn't happen again. Doreen and Kamala formally introduced themselves to them. They talked in Dungeons and Dragons talk to avoid attracting attention. Doreen had made some cookies to share with everyone. If Jaune didn't know any better, it was like he was talking to another Nora.

"These are great Doreen," Yang smacked, crumbs dribbling down her lips.

"Honestly," Weiss cringed at her friend's behavior. She refocused her attention back to the two people in front of them. "Yeah, that's about it."

"Nice to meet you all!" Doreen said enthusiastically. Then they heard a chirp, drawing their attention to a squirrel making its way down a tree.

"Tippy Toe!" Doreen scolded as the squirrel climbed on Doreen's shoulder and waved at them. "I know you're excited, but I told you to wait after school!"

"She's yours?" Nora asked. She reached out a finger and Tippy Toe grasped it with her tiny paw. "She's so cute!"

"She's not cute. She's adorable," Weiss cooed as she reached out to pet her. Tippy Toe scampered up her arm and settled on top of her head.

"If Tippy Toe can leave," Doreen said pointedly. "We need to go before somebody notices."

"What she means is that lunch is nearly over," Kamala said, checking her watch. "We can continue this after school Does you guys know where 'Wilsons Auto' is?"

"Wilsons Auto?" Blake asked. "Is it some kind of auto shop?"

"Yeah, but it is something more."

* * *

"Finally," Ruby groaned as she exited the building. "I thought that it would never end."

For most of her day, it was pretty boring for her. Aside from the things she saw students made, she had to listen to more lectures that made her headache. She almost wishes the teachers are Professor Port. But at least she got to see her laboratory, she couldn't wait to start building new weapons.

But for now, she had things to do.

"Alright, where to now?" Ruby asked herself as she approached a crosswalk. "I haven't met any of the superheroes my age. Should I head home?"  
At that moment a purple sports car pulled up in front of her. The driver is a woman wearing a dark purple jacket over a black undershirt. Around her wrists are silver bracelets. She looked at Ruby.

"Need a lift?"

"Um…" Ruby didn't know what to say. She knew the first rule about strangers.

"Clint Barton may have mentioned me," The woman clarified. "Maybe me as the team leader."

"Oh, you're Daisy Johnson?" Ruby asked. "Or is it Agent Johnson?"

"Either one is fine," Daisy answered. She gestured to the passenger seat beside her. Ruby quickly walked to the other side and entered. Daisy drove off.

"So how was your day at school?" Daisy asked, trying to break the ice.

"It was mostly boring, but not entirely," Ruby said. "They had some interesting tech. Some of them happen to involve weapons."

"Sound like your forte," Daisy said. "I read your file. Before you ask, being an agent of S.H.I.E.L.D has its perks."

"Not to mention it's a long list of human rights violations," Ruby said. Both of them chuckled at that. They stopped at a traffic light.

"So," Daisy said, getting down to business. "What did Barton mention about us? The group I mean."

"Well," Ruby racked her head. "He mentioned that you guys are some kind of covert ops team. That the team is people that are our age. Well, some of them I think."

"Exactly," Daisy nodded as the traffic light turned green and she made a left turn. "We were covert a while back. Fury put us together during the Skrull Invasion."

"We read about that back at Bootcamp," Ruby said with a shudder. The Skrulls we're a race of shapeshifting aliens similar to the Chitauri. Like them, they prefer to sow discord and distrust among the worlds that they planned to conquer. Their skills of deception make the Chitauri look like amateurs. They split the Avengers and turned the rest of the superhero committed against each other. When they initiated the invasion, they had these 'Super-Skrulls' that nearly leveled Manhattan. She was glad that her planet wasn't invaded by them.

"Fury felt that that the entire community and S.H.I.E.L.D organization is compromised by Skrull sleeper agents," Daisy continued. "So, he decided to cultivate a potential pool of talent from which to selected agents. He made a list of potential agents that nobody knew about, ones that haven't been exposed or exploited. He created the caterpillars."

"Caterpillars?" Ruby asked. "Why a caterpillar?"

"When does anybody suspect a caterpillar might be an agent?" Daisy asked. Ruby hated being answered with a question, but she could see her point.

"Are you sure you should be telling me this?" Ruby asked.

"It's fine, I'm not a strict as Deputy Director Hill. Anyway, Fury divided us into three teams, White, Grey, and Black. Each led by somebody he can trust. Let me tell you, you'd be surprised at how many secret teams he has. Team Grey is an attack and response. Team Black is Recon. My team, Team White, is Fury's hammer."

Ruby snickered at this.

"What's so funny?"

"I just realized that your teams follow the color rule back on Remnant," Ruby said. "But you said that your team is Fury's hammer? Does that mean you fight at his side?"

"Yep, and I was their leader. Fury found me after an earthquake occurred. I would've been in a cell if it wasn't for him."

"Wait, you caused the earthquake?" Ruby asked. Her question was met with a frown, and she realized that she's overstepping her bounds.

"So, who was your team?" Ruby asked, trying to steer the conversation away from that topic. Daisy's expression cleared and she began listing them off.

"Slingshot, Stonewall, Eden Fesi, The Druid, Phobos, Hellfire and Sparkplug," At that last name, her face became a frown. "However, on a mission involving HYDRA, Hellfire turned out to be a traitor working for HYDRA. Thanks to him, we lost Phobos and Sparkplug. He died saving the rest of us and the world from a monster. It was long after that my team disbanded."

Ruby realized that she had brought up unpleasant memories. "I'm sorry," She apologized. "I didn't realize—"

"It's okay," Daisy cut her off. "It happened a long time ago. It's no good to dwell on the past and have a pity party."

Ruby didn't say anything for a few moments. "So, what happened to the other teams?"

"Last I heard, Team Grey died on a mission in an assault on a HYDRA base. As far as I know about Team Black, they're still up and kicking."

"Have you ever tried getting your team back together."

"Not exactly," Daisy said. "I got another team. Though I'm not sure if the name fits us anymore. Most of our activities are in public."

Then she parked the car to the side.

"We're here."

Ruby looked at their destination. They arrived at what looked like an auto shop. The sign above the door said closed. On top of the building is a sign that said 'Wilsons Auto

"Wilsons Auto?" Ruby asked, "Why here?"

"You'll see," Daisy said as they got out of the car. "You got your pendant with you?"

"I do," Ruby said, her fingers curling over a red pendant with a silver rose emblem. Her pendant is her costume in concealment form. With a press on the rose emblem, she can deploy her costume and put it on.

"Good, you'll need it," Daisy said as she opened the door and walked inside. Ruby raised a quizzical eyebrow before following. They entered an empty garage. Like any auto shop, it had a workbench with tools and stacks of spare tires.

"This is where we're meeting up with everybody?" Ruby asked. "Where are they?"

"Over here," Daisy waved for Ruby to stand next to her. "Smile for the camera."

"The what?"

Daisy pointed upwards where a camera had been positioned on the scaffolding. IT turned towards them and emitted a red light that scanned the bracelets of Daisy and Ruby's pendant. A white light flashed beneath them, stylized into an 'S' before it faded. Then, they felt the floor beneath them descend as a circular platform.

"A secret elevator?" Ruby asked. "There's a secret base underneath?"

"You got that right," Daisy said. "The Avengers bought the shop just for this. Your pendant acts as the key to the entrance. It would be a bad idea if your scroll ends up being the key to two places. Welcome to the hangout for the Secret Warriors."

As they descended, they heard a commotion below.

"Come on Blake, be reasonable."

"I said no."

"He just wants to be friendly with you."

"That is my worst nightmare."

"Don't be so rude Blake. How can you be so mean?"

They finally got to the bottom. Ruby's eyes found a room that's a secret base. A few arcade games, a jukebox, a snack bar, and seats for lounging. But what caught her attention was a group of people around the biggest dog that Ruby had ever seen.

"Just keep him away from me!" Blake shouted. She was hanging from the ceiling by Gambol Shroud. The dog panted breath from below her.

"He just wants to get to know you," Weiss scolded as she petted the giant dog. "Don't let her upset you. She's always like this with dogs."

"What's going on?" Ruby asked. As soon as she spoke, the doge turned around. A closer look showed that it looked like a pit bull. It wore a red collar with the same 'S' symbol on the tag. What made him stand out more is the tuning fork on his head.

Said tuning fork glowed a blue light as it enveloped it and, in a flash, the dog is gone. No less than a second later it reappeared in front of Ruby. It jumped into her arms and gave her a giant lick to the face.

"Stop it, stop it," Ruby giggled while being strained by the weight of the dog. "Alright, you got me. Good boy."

"Okay Lockjaw, that's enough," Daisy ordered. At her request, Lockjaw stopped and backed away from Ruby. "Lockjaw tends to get excited when he meets new people."

"That he does," A male voice replied. A brown-skinned man wearing a blue jacket over a white shirt and a red cap walked over to her and offered a hand. "Ruby Rose, right? We were waiting for you."

"Yes," Ruby took his offer of a hand and pulled herself up. "…and you are?"

"Rayshaun Lucas," He introduced. "Since we're going to be working together, my field name is Patriot."

"Patriot? Are you some kind of Captain America sidekick?"

Everybody chuckled at that. Rayshaun looked baffled but he recomposed himself.

"I'm trained by Captain America," He said. "But I wouldn't say that I'm his sidekick. I'm more like his protégé."

"That's a sidekick," A light-brown skin girl chuckled as she stepped forward. Black hair flows past her shoulders. She wore a blue hoodie with a star emblazoned on her chest, with red and white stripes and red fingerless gloves.

"I'm America Chavez," She introduced herself and shook Ruby's hand. "Also known as Ms. America."

"As in a fashion model?" Ruby asked, much to Yang's laughter and her scowl.

"Watch it, kid. That joke wasn't funny the first time your sister said it."

"I'm sorry," Ruby bowed.

"Just as long as you understand," America said nodding. Then a girl that looked to be Ruby's age stepped forward. Her black hair is swept to the side, exposing brown skin and gold hoops hanging from her ears. Like the others, she wore civilian attire of gray jacket and pants. Her red shirt had a symbol that reminded Ruby of Tony's arc reactor.

"Riri Williams," She introduced as she shook her hand. "Ironheart. Is it true that you got into Horizon High?"

"Yeah."

"You are lucky," She said with a sad smile. "I'm already in college. Also, I heard you're into weapons?"

"Yep."

"Your sister said you're a prodigy at weapons. Want to exchange notes later? I'd love to see how you guys make your weapons."

"Sure. As long as I get to see yours!"

"Am I next?" A red-haired teen asked. He wore a black leather jacket over a redshirt. He wore gray pants with white splotches. "I'm Dante Pertuz. Also known as Inferno."

"Inferno huh? Nice to meet you!"

"I'm Doreen Green! Also known as Squirrel Girl," Doreen said as she walked over with a Tippy-Toe standing on her shoulder, wearing a yellow ribbon with an acorn. "This here is Tippy-Toe."

"Nice to meet you Doreen and Tippy-Toe," Ruby greeted. For Tippy-Toe, she extended a finger for the squirrel to shake.

"I'm Kamala Khan," Kamala said as she introduced herself. "Also known as Ms. Marvel. Please to meet you."

"Ms. Marvel…" Ruby's voice trailed off. "Don't tell me…are you a Captain Marvel fan?"

"You too?" Kamala asked with enthusiasm.

"Who wouldn't be?" Ruby said. Then she realized that everyone was giving them the look. She recomposed herself. "Anyway, it's nice to meet you all. So, you guys are the Secret Warriors?"

"Yes," Doreen said with passion. "Dashing teen heroes who have gathered together in a day unlike any other. On that day, they became the Secret Warriors! Together, they tackle problems, not even the Avengers couldn't handle!"

Everyone stared at her.

"Okay…" Ruby said. She looked up at Blake, who is still stuck on the ceiling. Her eyes are wide as dinner plates.

"Teleporting dog…"

"She's been like that ever since she met Lockjaw," Jaune explained. "She darted to the other side when he showed up. Then, she found out the hard way about his teleportation abilities. He tried to lick her the first time, but he licked a shadow clone. This led him to believe it is some kind of game, so he chased her all around the room. The only way she could get away was by sticking herself to the ceiling, the only place where Lockjaw couldn't teleport to."

The mental image of dogs chasing cats popped into her head, which made Yang snicker. "Come on down Blake, he's not going to hurt you."

"Easy for you to say," She retorted.

"So, let me get this straight," Rayshaun began slowly. "You have fought monsters on your planet, some of which look like dogs, and you have a problem with the actual ones? Don't you think that's a little hypocritical?"

Blake seemed to ponder his words. She looked down at Lockjaw, who looked up at her, whining. Slowly, she lowered herself by Gambol Shrouds ribbon. The moment her feet touched the ground, Lockjaw inched himself forward. Blake steeled herself as the big dog sniffed her. Blake allowed herself a smile before reaching out to scratch him by the ears. Lockjaw seemed to enjoy it. She continued for a few more seconds before pulling her hand away.

"See," Yang grinned. "Nothing to get freaked out about."

"Alright," Daisy interrupted. "Time, we get down to business."

Everyone nodded and focused on Daisy.

"As you probably know, we've had a breakout at the Raft three days ago," Daisy said. "Team RWBY and JNPR can attest to that."

"Is it true you took out the Abomination with one punch?" Dante asked Yang.

"Yep," Yang said with a grin, she held up her prosthetic hand and it shifted back into its combat configuration. "With this baby, if I may add."

"Is that nanotech?" Riri asked, examining the arm.

"It is," Ruby confirmed. "Our new weapons are made of nanotech that Stark designed."

"That's impressive. If you want, I can help you guys modify your weapons. I know a thing or two about nanotech."

"That sounds awesome," Nora said. "Do you think you can give mine a rocket launcher mode?"

"Getting back on topic," Daisy interrupted. "While most of the prisoners have been apprehended and sent to other prisons, there are still other escapees. Some of them happen to be level seven threats. The Avengers will be taking leave to assist S.H.I.E.L.D in tracking down some who may have left the state. However, they can't leave out the possibility of them coming back to New York."

"I take it that's where we come in?" Jaune asked. "To hold down the fort?"

"Correct," Daisy said. "For today, I'm thinking of doing some joint exercises with team RWBY and JNPR. Just to get familiar with each other in terms of combat."

"That sounds grand," Pyrrha said. "When do we start?"

"As soon as we show you around," Daisy turned to her teammates and they nodded.

"Alright, this way please," Doreen said. "You tour of the Secret Warriors base begins now!"

Doreen leads the Remnatians and her teammates to another door. Daisy remained behind as well as Rayshaun. Lockjaw laid on the ground and began resting. Rayshaun turned to Daisy as soon as the others were gone.

"You wanted to get their minds off Gwen?" He asked.

"Yes," Daisy nodded. Then she grew serious. "Still no sign of her?"

"She's been popping up all over the place," Rayshaun said. "Eyewitness accounts say that she's been taking down threats left and right. Most of them being low-level. She even took out the Wrecking Crew last night."

"I've also talked to her friends, "Daisy added. "They say she's been skipping school and becoming aggressive during band practice. They have no idea what is troubling her though as she refuses to talk about it."

"You think it might be Kevin again?"

Daisy thought about it. A while back, Gwen had been framed for the death of her best friend, Kevin. Ever since, she sought to ring her friend's killer to justice, which had negative impacts on her personal life. Something happened if she's acting alone again.

"I'm going to go find her," Rayshaun said, interrupting her thoughts. "IF something is troubling her, we need to know so we can help. She's a member of our team. You can help the other get acquainted with the newbies."

Are you sure you want to go alone?" Daisy asked with a smirk. "You remember what happened last time?"

Rayshaun groaned. "How was I supposed to know that she would bring her spider friends down on me?"

* * *

"And this is the training room!" Doreen said as they entered an arena for training. This is where we can duke it out as much as we want!"

"Nice," Yang whistled as they walked to the center of the arena. "This is where we will be exercising?"

"Yep," Kamala nodded. "It's also where we plan out coordinated attacks and battle formations for our powers."

"What are your powers?" Jaune asked. "I can guess that Doreen can communicate with squirrels.:

"You bet your sandy behind!" Doreen said with arms crossed and a proud look on her face. Tippy-Toe is on her shoulder mirroring her pose. "I can communicate with them ever since I was ten years old! Also, don't go thinking that it's a useless power. When the going gets tough, I can have Tippy-Toes call in the cavalry!"

Tippy-Toe squeaked and nodded in agreement.

"I pity the guys on the receiving end," Jaune said with a shudder at the thought.

"Then you better hope you're not a criminal. Aside from that, I'm strong enough to lift eight hundred pounds, can do tricks with my tail, and have an insanely strong jaw," Doreen said. She turned to Blake. "What about you? Can you communicate with cats?"

"Wouldn't that be something," Blake said. To be honest, she was happy to meet another person with animal features. Even if she isn't a Faunus. "But I do have the ability to make shadow clones, have a keen sense of hearing thanks to my cat ears, and night vision."

"That's amazing! I have night vision too!"

"Anyway," America interrupted. "I'm super strong, fast, invulnerable, and can fly. I can also open star-shaped portals to other dimensions."

"Other dimensions?" Nora asked.

"To make a long story short, I'm from another dimension," America said to their surprised looks. "But anyway, I can use them offensively…like…THIS!"

America walked over to a wall on the other end of the arena. She raised her leg and swung it against the wall. Briefly, they saw a blue star-shaped portal open up before vanishing again. Though it left a star-shaped crater in its place."

"Now that's what I call seeing stars," Yang quipped with a grin. For once, that was a good pun.

"I know right? I can also harness my internal energy to vastly augment my physical fighting ability."

"Kind of like my semblance," Yang said. "Though it only works if I take damage."

"Handy," America said with a challenging smile. Want to go a few rounds later?"

"You got it," Yang returned her challenge with a similar smile.

"I think it's my turn now," Kamala said, eager to join in. "My powers revolve around elongation. I can stretch, deform, expand, or compress my body or parts of my body. I can also embiggen myself."

"Embiggen?" Ruby asked.

With her face frowning in concentration, Kamala began to grow. Everyone backed away as her body reached the ceiling. Then she stopped and looked down at them.

"That is so cool!" Ruby exclaimed. "You're almost as big as Ant-Man when goes Giant-Man!"

"It's difficult for me to maintain it though," Kamala said as she shrank back down. "I can also heal, but I'd rather not use it as much."

"Why?"

"Because my cells will become less malleable. If I keep healing this way, then I wouldn't be able to elongate anymore."

"Well that's unfortunate," Jaune said. "If we could, we would've unlocked an aura for you so that you can heal without resorting to your morphing powers."

"That would be nice, being able to have a bio-energy field to protect you and heal at the same time. Too bad it's only limited to your race."

"We do have our limits," Pyrrha said, trying to be humble. "Once it breaks, we won't be able to use our semblances until it recharges."

"Still will be neat to have one though," Kamala said. Then everybody turned to Riri.

"I don't have any powers," Riri admitted. She reached for a bracer on her left. "But I do have this."

She tapped a button on the bracer, and it began to shift. Within seconds, it expanded along her body with the sound of shifting metal and servos. When it is finished, she is clad head to toe in an Ironman armor. Unlike Tony's, the arc reactor is over her left chest area in the shape of a misshapen heart. The suit is also less bulky compared to the Ironman suit that Ruby had seen.

"Oh my gosh!" Ruby zipped over and began zooming all over Riri, much to her surprise. "Is this why you're called Ironheart? I should've guessed it! Your armor is designed for aerodynamics for better speed and maneuverability! Do you have repulsor beams? Please tell me you have the unibeam! This is amazing!"

"Told you she's a weapon fangirl," Yang said, grinning at Riri's perplexed expression. Then she turned back to the still hyperactive Ruby.

"Thanks," Riri said to her. "I looked up to Iron Man ever since he first appeared. I've wanted to be like him ever since. I also have micro-impact precision missiles. M.I. P's for short."

"Really?!"

While Riri and Ruby continued, everybody turned to Dante. He flexed his arms.

"I think it's pretty obvious why they call me Inferno," Dante said as flames erupted from his hands. He threw the fireballs up in the air and let it crash into him. It burned away his clothes to expose a black and red suit underneath with a flame insignia on his chest.

"Still cool to watch though," Nora said. "Ren can mask negative emotions and I can absorb electricity. Pyrrha can control magnetism. Jaune hasn't discovered his yet, but I know it's going to be awesome!"

"Yeah," Dante agreed with her. "Did you also know I can make Volcanos? I'd do it here, but I don't want to get scolded by Quake."

"You got that right," Daisy said as she descended from the top floor on a floating platform. She stepped off and approached the group, dressed in her combat uniform and silver gauntlets. "Getting along well?"

"Where's Shaun?" Doreen asked, raising an eyebrow at their missing teammate.

"He went to go out on an errand," Daisy said. "Anyway, everybody ready to start training?"

"Hold it," Weiss said. "We haven't got to hear your powers yet."

"Shouldn't it be obvious from my codename?" Daisy asked with a raised eyebrow."

"Seeing is believing," Yang said. "Show us what you got, sister."

Daisy hummed. "Wanna be my Guinea pig?"

"Sure thing," Yang said. She got herself into a defensive stance as Daisy raised a hand. What blasted out from her hand can only be described as the sound of thunder. It slammed into Yang with the force of an earthquake, sending her flying into a wall. The other looked at her as she fell to the ground flat on her face.

"You alright?" Blake asked.

"Yeah," Yang said as she stood up.

"I held back because it was dangerous," Daisy said. "But if you want, I can have my vibrations bypass your aura and vibrate you apart."

"Why would I want that?" Yang asked with fear.

"Just asking," Daisy said. "As you all saw, I can control vibrations with my gauntlets. I can do a variety of effects like what I showed and mentioned. Like making the earth how I want it to. I even stopped an anti-matter bomb."

"An anti-matter bombs?" Ruby asked. "Is that a thing?"

"Yep," daisy nodded. "Now if we are done, we can get this started."

"Hold it!" Doreen suddenly exclaimed. Her eyes studied each of the Remnatians. "What are your superhero names?"

"Huh?"

"You know, what you call yourselves when you are not in civilian mode. Your superhero names. We gave you ours so we should hear yours!"

"Umm…" Jaune scratched his cheek. "We came up with some impromptu names but…we haven't thought about our official names."

Doreen gaped at him. Her head swiveled at all of them.

"Are you serious?" She shouted making them all jump. "This is a crisis! You don't have names? The number one rule that makes us a superhero! Well, this will not stand! Line up!"

The Remnatians quickly lined up. A month into the S.H.I.E.L.D Bootcamp engraved the drill sergeant tone. This caused them to fall in line whenever someone uses that tone. Doreen had gone drill sergeant mode as she walked to and through in front of them.

She stopped in front of Ruby. "Ruby Rose. What was your code name?"

"Umm…Red Riding Hood?"

"You certainly look the part," Doreen commented then returned to drill sergeant mode. "Do you like it?"

"No."

"Then pick a name or get stuck with it!"

"She's not the only one who isn't kidding," Daisy warned. "Fury said if you don't come up with names, he's taking your impromptu names as permanent."

"Oh, no!" Ruby exclaimed. She did not want to be called Red Riding Hood. She racked her brain for a name until she remembered one. Fry made a joke about It but…

"Thorn," She firmly stated. "Because I plan on becoming a thorn to the side of villainy!"

"Excellent!" She stepped forward to face Weiss. "What's your name soldier!"

"I refuse to take part in this foolishness," Weiss insisted.

"Pick a name Snow White! Or else…"

Weiss groaned. As ridiculous as Doreen sounded, she knew she had to pick a name. She's still spooked about the fact the Red Skull was once the secretary of defense. But to her frustration, the only names she could come up with are Snow Angel and Ice Queen.

Wait…there was that one name…but it was so embarrassing…but…

"Snowflake," Weiss said.

"Really?" Doreen asked with surprise. "No Snow Queen?"

"I'm not a queen," Weiss said. "Besides, it fits me. Considering the shape of my glyphs."

"Fair point," Doreen said before moving to Blake. "Name!"

Blake had been thinking about it. She may not have wanted the name 'Belle', but it also gave her away to find one. She read several tales and one caught her attention. It was a story about a man and his shadow. The shadow outwitted the man and stole his life. It was dark, but Blake admired the Shadow for its cunning.

"The Shadow," Blake said. "That will be my codename."

"Excellent," Doreen stepped forward. Before she could speak, Yang beat her to the punch.

"Ignite."

"Why?"

"Because when I use my semblance or get angry I…ignite," Yang said. "When I do, you don't want to mess with me."

"Okay," Doreen stepped forward.

"I've been thinking about it," Jaune said. "Back on Remnant, I had the look of a knight than a prince. There are also famous knights in history on both of our planets. If the White knight is already taken, then I'm going to go with Knighthood."

"It suits you," Pyrrha said. "As for me, I've decided to go with Invincible Girl."

"Why?" Jaune asked. Pyrrha herself told him that she hated the name and her reputation at their school dance.

"I once hated the name because of the reputation it brought," Pyrrha began. "But after my defeat from Kang and Magneto, I realize that I will have to become that to protect my friends. I don't intend on losing them again"

Everyone smiled and nodded at that.

"I'm going with Voltage!" Nora said. "That leaves you, Ren!"

"I guess, for me, Tranquil," Ren said. "Because everybody views me as such."

"Excellent!" Doreen clapped her hands. "That takes care of that crisis. All your Quake!"

"Alright," Daisy waved them at ease. "We might as well do it this way: RWBY and JNPR vs. us."

"Seven against eight?" Pyrrha asked. "Isn't that a little unfair?"

"We've handled worse," America said. "Unless of course, you're chicken?"

"Oh, you just sealed it," Yang said as they activated their weapons. The Secret Warriors gathered on one side, the Remnatians on the other. Daisy sounded the countdown.

"3…2…1…begin!"

* * *

_Later that night..._

"Hua!" Ghost-Spider shouted as she pummeled the last thug into submission. Around her are several would-be burglars attempting yet another bank robbery. They tried to enter it via the skylight, but Ghost-Spider happened to be swinging by.

"What is it with bank robberies," Ghost-Spider groaned. "I thought science is the new currency."

"Some of them like to make money the old fashioned and quicker way."

Ghost-Spider didn't need to turn around to know who is approaching her from behind on a hoverboard. Patriot jumped off it and onto the roof she stood on. His hoverboard flipped up and became a shield which he caught with his right arm. He is dressed in his red white and blue outfit with an eagle emblazoned on his chest. His head is covered in a cowl with a red visor.

"Eight at once," Patriot said, letting out a whistle. "That's got to be a new record. You also missed the new guys."

"I don't have time for this patriot," Ghost-Spider snapped as she walked toward the edge of the roof.

"Yes, you do," Patriot insisted as he followed her. "What is going on?"

"What do you think?" She asked, never breaking her stride. "I just took down a bunch of criminals who's got the brains of living toast. That's what happened."

"You know that's not what I meant," Patriot said. "Instead of showing up to meetings, you've been going out and slugging villains. Your friends and your dad have been worried about you. You've been doing this routine for weeks. Not to mention you're becoming less funny. Even now, you are exhausting yourself!"

"I'm fine Patriot. I just have—"

"No, you're not!" Patriot declared, his voice causing her to stop. "This is Kevin all over again, isn't it? You're not the only one who's lost something before Gwen. The new guys may have lost their normal lives because Kang attacked their planet."

"Wait…what?" Ghost-Spider was stunned. The new teammates are aliens? Add to that, what have they done to invoke the ire of time-traveling warlord?

"That's right," Patriot continued. "You aren't the only one suffering Gwen. Did you forget that you are part of a team? Our team. If you have a problem we can help. You are our teammate, and we will always be there."

Ghost-Spider paused at those words. Then she sighed as his words sunk in. The last time that she pursued her friend's killer, she needed their help to apprehend her. But now after he took her friends...

She turned around to look at him.

"I know," She said. "It's just…"

Then her eyes widened when her spider-sense tingled.

Danger.

"Get down!" She rushed forward and tackled Lucas as something crashed into the. It was a spherical device that released gas from the dispensers. One thing about her Spider-Sense is that it's sometimes unreliable, like right now. Gwen tried to run away from the blast area, but then she felt her strength left her. It was like the fatigue of days of fighting had finally caught up with her. She suddenly realized that she had been played.

"Dammit," She groaned as she felt her knees buckle. "He planned this the whole time…"

"Who…?" Patriot tried to ask but he couldn't as he suddenly lost the strength to stand. He too had been exposed to the gas. He felt his knees give out and fell to the ground. Ghost-Spider had also fallen on the floor and stopped moving.

As Patriot began to lose consciousness, he heard a hovercraft land on the roof. A man walked into his line of sight. He wore an orange vest with fur around the neck and yellow eyes of a lion at the front. He wore armored boots, pauldrons, and gauntlets. On his face are black hair and a beard. Patriot knew his face because he had seen it several times in the S.H.I.E.L.D files.

"Well this is a pleasure," Sergei Kravinoff, AKA Kravin the Hunter said as he bent down and picked up Gwen. He slung Gwen on his shoulder. "Another spider for my hunt!"

That was the last thing he saw before he blacked out.

**[~][~]**

**Another chapter is over and done. Special thanks again to trestwho for helping me with this fic.**

**Teams RWBY and JNPR have finally met up with the Secret Warriors. Not only that, we learned that Kravin has taken our spider friends. What does he want with them? Find out in the next chapter!**

**Now on to Q&A:**

** Mad Titan9: He will, but I will not divulge into the plans I have for him. **

** Keno02013: They will, assuming nothing changes in the canon. I have a little surprise for everybody regarding that.**

** Justus80: Please don't bring that up. I'm already fed up with the 'who ripped off whom'. But yeah, he's going to be a major thorn in their side in some chapters.**

** Edinosaur25: Yes, and yes, they were planning to break him out, but Dr. Doom made it easier.**

** Mastergamer14: I hope this chapter answers your question. Let's be honest, the Young Avengers died out a long time ago.**

**Thank you all for reading this chapter and your support. See you all next time!**


	12. Hunters and Hunted Part 1

**Remnants Mightiest Heroes!**

**Chapter 10: Hunters and Hunted Part 1 **

**[~][~]**

_Unknown_

"Ugh."

That was the only thing she could say as Gwen Stacy stirred into consciousness. Her head and muscles felt sluggish from the effects of the tranquilizer gas that Kraven used to incapacitate her. They still haven't worn completely off yet. With all the strength she could muster, she pushed herself off the ground. Sitting cross-legged she took a bearing of her surroundings.

"This must be the place," She said as she studied the trees and grass. Gwen assumes that she must be in a forest somewhere. Strings of daylight peeked out from the foliage above. Kraven decided to go for the old setting for a classic hunting ground.

"What would complete the scenario is rabbit season," Gwen said, chuckling at the image of Kraven looking like Elmer Fudd. "Also, a rascally rabbit and a duck."

Her thoughts pushed it back to Rayshaun. Craven had tranquilized him both. she hoped that he was OK because this was the reason why she wanted to do this alone. But knowing Kraven and his modus operandi, the hunter most likely left him alone. Unless he renamed himself 'The Bald Eagle'.

"Right," Gwen said, snapping out of her thoughts and becoming determined. "Time to initiate Phase 2: find them. But while we're at it…"

Gwen held up her left wrist. Round it is a silver bracelet with a techno design. Blue lights blinked at her.

"Just to make sure this is working right," She muttered as she reached for the dial…

…Only to stop when her spider senses are tingling.

"Great," Gwen groaned. "Now I have to deal with this."

She threw her hands up and shot two streams of webbing that attached themselves to tree branches. She pulled herself off the ground just in time to avoid a dark shape that crashed into the spot where she used to be. she did a backflip and landed on a separate tree branch. Gwen crouched as to glare at her would-be-assailant.

"Sorry, but I'm sort of busy," She called out. "Could we reschedule your 'try to kill me' appointment? Like how about never?"

The figure looked up and streaked up the tree she was standing on. Upon closer look, Gwen's eyes widened as she recognized the man.

"Oh, webs!" She cried as a barbed tail came streaking toward her face.

* * *

_Avengers Mansion, Afternoon_

_Crack!_

"_1-2. Mr. Barton wins again."_

Blake and Clint stood facing each other in a Japanese style Dojo. Both of them are dressed in training clothes with protective armor and held a wooden practice sword. On their head are a stylized helmet with a metal grille, a series of hard leather and fabric flaps, and padded fabric flaps. Around the forearms, wrists, and hands are long, thickly padded fabric gloves. JARVIS spectated their matches.

"You okay?" Clint asked as he took off his helmet. "I didn't hit you too hard, did I?"

"I'll be fine," Blake said as she took off her helmet. Her ears are dripping with sweat. "How do they get used to this?"

"It's called discipline," Clint, their den mother for the week, said. "Anyway, are you sure that you don't want to use your weapon instead? I heard rumors about its new weapon form."

"I need to hone my skills first," Blake said. "Then I can get to work on wielding the real thing."

"Fair enough," Clint nodded. "Want to go again?"

"No offense, but I think three matches is enough for me," Blake said as she walked to the changing room. "I have some homework to do."

"OK. Also, can you send Jaune in? It's his turn."

"Sure," Blake said as she disappeared in the changing room. One minute later, she walked out dressed in her regular attire. Her weapon had returned to ribbon form and is tied in her hair. The faunus stepped out of the door to the training room to see Jaune leaning against the wall with Crocea Mors deployed.

"Is it my turn?" Jaune asked.

"Funny you should ask," Blake said with a smirk. "He just told me to let you know."

Jaune gulped. "I'll head right inside."

Blake smirked as Jaune hurried inside. During Bootcamp, Jaune's training focused on Capoeira and using his shield in an almost similar style to Captain America. Ever since he asked for lessons on swordsmanship from Clint, he's been getting his butt handed to him. Blake heard of his skill and saw it once.

The cat faunus walked out from the underground and back into the manor. Despite the Avengers giving them the place, it was still hard to believe it. They were given dorm rooms back at Beacon Academy, but nothing this big. Each of them got their room and they get to customize it as they see fit. She already filled hers with as many books as Stark's allowance can afford.

Blake made her way to the lounge where everybody was at. Furniture had been rearranged to make room for several tables. Her friends are sitting down working on their homework. Most of the space was taken up by Ruby, who is sleeping with schematics in front of her. Weiss is diligently writing down an essay for a history paper. Ren is tutoring Nora on some of her math problems, though he started to wonder if it was a good idea to use pancakes to explain fractions. Pyrrha is reading a book titled _The Odyssey_. Yang is lazily reclining on her chair when she spotted Blake.

"Hey Blake," Yang waved. "How was your training session?"

"Clint says that I've been making steady progress," Blake said as she took her seat. "What happened to Ruby?"

"Thanks to Kamala, Doreen, and Riri she stayed up all night playing video games," Weiss said with a disapproving frown. "Right after they finished modifying our suits, no less."

After their joint team exercise last night, Riri offered to help them modify their suits according to their taste. It took no more than a second for Weiss to accept the offer when she heard it. She loved the costume colors, but she needed something to hide her hair as its color is rare and will easy for somebody to narrow it down to her. The others agreed as well, and they got to work.

"Anyway. After they introduced her to some games, she fell in love with them," Weiss said. "Eventually, this gave her the idea to recreate some of the techs in the games for a school project. She kept me up all night with the noise coming from her room."

"Well that's good," Yang said. "From what I heard about Ruby's school she's going to have to put her brain into overdrive. Science is what makes the grade."

"She's not going to make the grade if she is sleeping," Weiss groaned before leaning forward to her partner. "RUBY!"

"Huh? What?" Ruby suddenly bolted upright at the mention of her name. Her eyes are wide open. She looked at everyone at the table. "Did something happen?"

"I figured it would save us the trouble of getting an alarm clock," Weiss snapped. "Even though it's your fault that you were up all night, you are my partner. You need to manage your time better if you don't want to fail in your first term."

"That's right!" Ruby exclaimed as she grabbed her pencil. "I have to get this done!"

Yang chuckled as her sister began sketching on the papers. "Hey what are you working on anyway?" Yang asked curiously, leaning to get a look at what she is drawing. "A new weapon?"

"Yep…well, kinda? I'm working on a deployable turret," Ruby answered as she sketched out the angles of the tripod. "I got the idea from _The_ _Division 2_. The tactical advantages are that it's easy to carry and quick to deploy. It'll provide us cover and a distraction."

"That sounds useful," Pyrrha said. "What made you think to create it?"

"I realized that we can't fight like we used to," Ruby said. When she saw their confused looks, she elaborated. "Think about it. We're going to be fighting people, not Grimm, right? Like Fury said back at Bootcamp, we have to be prepared for any situation. To do that, we need to adapt and overcome. Which is why I'm making gadgets in addition to trick bullets to help us out. Give us an edge, you know?"

"Do you think you can make a grenade launcher turret?" Nora asked excitedly.

"Nora," Ren sighed. "Humans on Earth don't have an aura. I think the last thing we need is to blow them up."

"Sorry Nora," Ruby apologized. "I do have something to make up for it. I got the idea for a new type of grenade for Magnhild when I played _Rainbow Six Siege. _After I finished this, I'll get to work on it. The works of Tom Clancy are genius!"

"You realize that you are confusing the brand with the author, right?" Blake asked with a raised eyebrow. "Wouldn't you get sued for this?"

"Max showed me a holographic projector," Ruby retorted. "It was shown in various movies and franchises. I don't see anyone suing Horizon for THAT. Besides, the turret I'm making is going to be in MY specifications. That way, they can't sue me."

"Are you planning on showing it to your teachers?" Pyrrha asked dubiously.

"Nope," Ruby said with a small pop. "I've been working on something with nanotechnology. Hopefully, nobody steals it for misuse."

"What is it?" Yang asked.

"I would be spoiling the surprise," Ruby said, returning to her work. "Anyway, I got to get this done."

"Hey, I just realized something!" Nora said suddenly. "We haven't thought of a name for our team!"

"What are you talking about?" Pyrrha asked. "We're team JNPR, remember?"

"Not that," Nora waved dismissively. "Team RWBY and JNPR are merged, correct? That mean's we've got to think of a team name! Unless we want to be called RWBYJNPR, which by the way leaves a bad taste."

"Oh, I see what you mean," Ruby said, once again looking away from her work. "Now that teams RWBY and JNPR are merging, we need something to call our group. We need to avoid using the Avengers and Secret Warriors."

"Shouldn't we wait for Jaune?" Pyrrha asked. "He too enjoys the comic books."

"We can list down some names before we decide on one," Ruby said, standing up. "We will have to avoid the color rule because of the multitude of colors we wear. Wait…how about Team Rainbow?"

"I'm pretty sure you got that from one of the games you were playing," Weiss said. "Not to mention that it has a lot to do with the color rule. That you said we should exclude if I might add."

"Not to mention it's copyrighted," Blake pointed out. "The last thing we need is lawyers swooping down on us."

Ruby sat back down and began to pout. Yang patted her back in sympathy.

"Why not stick to Huntsman?" Pyrrha asked. "It's gender-neutral and that's what we are called back on Remnant. Even if we didn't officially become ones ourselves."

"I heard from Thor that's already taken," Nora said. "We need to think of something original. I think we should go for WMD. Warriors of Mass Destruction!"

"I believe the name has to give hope not terror," Ren said, palming his forehead. "That's too close to Weapons of Mass Destruction."

"How about the Hunters," Yang asked. "Shortened from Huntsman and easy to remember. It's got to be available."

"Let's not," Blake said in a stern tone they never heard from her. Everyone turned to see her eyes harden. "Let's try to avoid using names with 'Hunt' in them."

"Blake…?"

"How about the Fables?" Blake suggested. "It's friendly and not going to cause a panic attack on all sides."

"I'm not going back to Red Riding Hood," Ruby protested. "Roman Torchwick called me that. Tony kept calling me that. I'm not going to be called that!"

And so, the argument for their joint team name had begun. One by one, the remnatians would suggest a name for their joint team. Then somebody will shoot it down and explain why. Weiss is the only one not to suggest a name because she finds it stupid to argue over a name. Before the lively discussion was about to turn into something else, the doors to the lounge opened to admit Jaune and Clint.

"Jaune," Weiss said. "Finally, you're here. Perhaps you can help us with something we've been discussing. It's about—"

She stopped talking when she saw the looks on their faces. Jaune held his scroll and it showed an image of 'Daisy Johnson'. Clint had his arms crossed.

"Get to Wilsons auto," Hawkeye said. "Something came up."

* * *

_Wilson's Auto, underground _

"I'll ask you again. Are you going to be alright?" Daisy asked. She and the rest of the secret Warriors have gathered in the lounge area. Rayshaun sat in a chair, still wearing his uniform with the cowl pulled back to reveal his face.

"It's only tranquilizing gas Daisy," Rayshaun groaned. "The effects are almost gone."

"Even so you still need some rest," Doreen insisted.

"She's right Rayshaun," Riri said. "That was enough tranquilizer to knock out a horse. I don't need to tell you what would happen if…"

"I know what you mean," Rayshaun said. "But until we get Gwen back, we can worry about that later."

"Same here," America said, pounding her fists. "Wait till I get my hands on the creep."

It was at that moment that teams RWBY and JNPR came down on the elevator. On their faces are looks of worry as they approached their friends.

"We got your message," Jaune said. "What's going on?"

"What's going on is that Patriot here decided to go on a solo mission without us!" Doreen said. "If things weren't bad enough Gwen got kidnapped!"

"Gwen?" Weiss asked. She and the rest of her friends became confused at the name. "Who's Gwen?"

Doreen's face turned from anger to realization. "Oh yeah, you guys didn't meet her. To let her introduce herself when she gets back to us. Lately, she's been going out on her own that's why you haven't seen her."

"Now that the cat's out of the bag," Daisy said. She realized what she just said and turned to Blake. "No offense?"

"None took."

"I'll informally introduce her," She turned to Ruby. "You know your classmate, Gwen Stacy?"

"Yeah," Ruby nodded. "she's one of my classmates back at horizon high. but from what I heard something's been bugging her lately."

"She's also one of the lead singers for the Mary Janes," Jaune said. Everybody turned to him. "What? I love good music. Especially _Born Ready_."

"You sure love female pop singers do you vomit boy," Yang said, giving a glance toward Pyrrha who looked away. "You're going to make someone jealous."

"Huh?" Jaune became confused.

"Getting back to the subject," Weiss said. "I take it she's a member of your team?"

"Yep," Daisy confirmed. "You probably know her as Ghost Spider."

Jaune and Ruby's jaws fell so low that it could hit the ground.

"Ghost Spider is a member of the Secret Warriors?" Ruby asked with excitement. "I'm classmates with a superhero?"

"And she's a singer?" Jaune asked.

"And she got kidnapped last night," Rayshaun said, struggling to stand up. He flexed his muscles and grunted in satisfaction as they are back to peak efficiency. He turned to Daisy. "Want to show them?"

"Sure," Daisy beckoned with her head. "If you will all follow me."

She took the lead and they all followed. She took them down a hall and till they come to around which they know as the computer room. Daisy stepped to the monitor and brought the screen to life. As she spoke, she typed commands on the keyboard.

"After our combat exercise, I went to Gwen's house to look for clues on her erratic behavior. Fortunately for me, her dad wasn't home."

"Why?" Weiss asked. "Does he not know that his daughter is a superhero?"

That got her a look from the Agent of SHIELD. "Weiss let's just say that her father has issues with her. To be more specific, it involves her alter ego."

"Besides," Kamala added. "If my parents knew what I was doing in my free time, they would ground me until my funeral. This reminds me, thank you for sharing your notes, Weiss."

"You're welcome Kamala," Weiss said. She was thinking about what happened between Gwen and her father. By the tone, it couldn't be good. But she decided to stow that thought for later as Daisy went back to the computer.

"From what I gathered from her room; she had been conducting a personal investigation."

Daisy brought onto the screen several photos of a bedroom. It looked like a mess as clothes are streaming out of the dresser and the bed is unkept. Aside from the bed, there was a board pinned on the wall with pins and the red thread connecting articles and pictures. When Daisy enlarged them, the common factor they have is that it's a supervillain committing a crime.

"Looks like we got a big conspiracy board," Yang whistled. "What does that leave us?"

"The photos are dated back a few months ago," Daisy said as she brought them into focus. "The same can be said for the news articles that she gathered. The timetable takes place before the raft breakout and after Attuma decided to flood New York again. The people in the photos are your usual criminals: thieves, low lives, and guns for hire. One by one they suddenly vanished. One second they are committing a crime the next they drop off the grid. OF course, it's not only criminals that are missing."

Daisy dismissed the photos and articles and brought free pictures to focus on. one showed a ponytailed brunette in a black suit with a white spider symbol emblazoned on her body and a black mask with white Sheen covering the eyes. another picture showed a male and similar suit except it is outlined red and has a spider logo that looked spray painted. The 3rd one was a face that some new namely a certain red hooded girl.

"Spider-Man?" Ruby exclaimed as she saw the red and blue-clad hero swinging in the frame. Oblivious to her, Kamala and Doreen had said that as well, synching with Ruby. "He got kidnapped as well?"

"Yep," Rayshaun nodded and points to the other two as he said their names. "Along with Spider-Girl and Spy-D. He used to go by Kid Arachnid before he changed it. Besides us, they are close friends with Gwen. Jameson's been having a laugh about it on his podcast. Says that with Spider-Man gone, crime will go away. Too bad that the Raft breakout proved him wrong."

"I'll say," Weiss said. She had listened to the news editors podcast. After learning that he has been rambling about the same thing for nearly a couple of years, she opted to stop listening to it. "Any idea who is behind this."

"We do," Daisy said. "Gathering the data from Gwen's investigation and Patriots testimony from last night we can safely assume the culprit is this man."

Daisy pulled up a profile and several photos of the culprit. Behind them, Blake suddenly got an angry frown on her face as she saw who the suspect is.

"Sergei Kravinoff, also known as Kraven the Hunter."

"I've heard of him," Blake spoke, her voice with an edge. "Isn't he that big game hunter?"

"Yes," Daisy said as she began reading out his profile. "Born and raised in Volgograd, Russia and into an aristocracy. After the Russian Revolution, He found employment as a Hunter in Kenya, Africa. He began his career using typical tools of a hunter, but over time he began a preference of taking large animals down with his bare hands. Thanks to our herbal potion from a dirty witch doctor named Calypso he got enhanced physical powers that give him the strength, speed, and senses to match a jungle cat."

"Is that why he's wearing a lion themed costume?" Yang asked. "Well, that's just purr-fect. Huh, guys?"

Yang was met by the usual groans of her friends. She turned to her partner and flinched from the look that Blake gave her. It was steely and ice cold.

"It also enhanced his vitality," Daisy continued. "So, you can say that he's been on around for a long time. Anyway, he got bored with hunting animals and decided to change targets, Like Spider-Man for example. Now it seems that he has resorted to kidnapping and is planning something for them."

"Let me guess," Blake hissed, causing everyone to turn to her in concern. "He kidnapped them all because they dress up like an animal."

Everyone from Remnant knew right away what's getting her riled up. They had taken the same classes with the professor— no, DOCTOR Oobleck. He insisted that he be called that because he had a Ph.D. Before they could say anything, Doreen suddenly drew their attention.

"WAIT A MINUTE!" Doreen shouted. "If he's kidnapping animal-themed supers, then why am I not kidnapped?"

Everyone stared blankly at her, forgetting for the moment how incredulous it sounded. "Huh?"

"Why haven't I been kidnapped?" Doreen repeated, crossing her arms. Tippy-Toe mimicked her actions on her shoulder. "Kraven's after people with an animal like abilities or motifs, right? So why hasn't he gone after me? I'm Squirrel Girl!"

She gestured to her bushy tail for emphasis.

"Um…maybe it's because he's a long-time enemy of Spider-Man?" Kamala suggested.

"I know that," Doreen rebuffed. "I know his obsession with our friendly neighborhood web crawler! He went after three other spiders including Gwen. But not me!"

"Maybe…" Dante thought for a moment. "He prefers big game?"

"What do you mean he prefers big game?" Doreen asked in a hard tone. Dante gulped as he picked the wrong thing to say.

The Secret Warriors looked at each other in silent conversation. They wondered which one of them will be the one to break it to her. Not even Blake, who had been angry a moment ago, didn't seem to have an answer. All eyes turned to Rayshaun, who sighed in resignation.

"Doreen…" He said slowly. "I think…no, we think it's because he doesn't…maybe he doesn't view you to be in his…hunting criteria."

"Doreen's jaw dropped. "What?"

"Think about it. Squirrels are— no offense Tippy-Toe, but they're not exactly much of a sport. Sure, they may scurry from us except for Doreen, but nobody has taken an interest in hunting squirrels. To Kraven…you're not that much of a challenge for him. I'm sorry Doreen."

Doreen and Tippy-Toe felt their jaws completely hit the floor as they digested what he said. For a long excruciating time, she didn't say anything. They were about to ask if she was alright before she snapped.

"WHAT?!" Doreen's face turned from shock to rage, Tippy-Toe with her. Fire is in their eyes. "So, he thinks I'm a pushover just because I'm a squirrel? Does he even realize the kind of stuff I've been through? I took on an interdimensional Alien, Baron Mordo, Fing Fang Foom, Korvac, Doctor Doom, MODOK, Deadpool and heck even Thanos! I even beat four heroes, three of which are Avengers!"

Teams RWBY and JNPR looked surprised at the sheer ferocity that Doreen has expressed in her rant. The rest of the Secret Warriors, aside from Kamala, shared their surprise at the last name she mentioned. From what the Avengers told them, Thanos had been the greatest enemy that they had faced. Not just Earth, but the entire universe would've fallen if they hadn't taken him down. He was called the 'Mad Titan', and for good reason, as he sought to bring balance to the universe by genocide. Eventually, he found his way to Earth where its mightiest heroes gathered together and fought against him. They didn't get into much detail, but Thanos had been destroyed during the battle.

To hear that Squirrel Girl, of all people, defeated him was unbelievable.

"She's not wrong," Kamala said to them.

(I, Uatu the Watcher, stand witness to this event.)

"Exactly," Doreen said as she turned to Daisy. "So, when do we go after this guy? I want to teach him a lesson in the power of squirrels!"

Tippy—Toe squeaked in anger as well.

"Easy there Doreen," Daisy raised her hand. "Let's think before we act first."

"So, what's our plan?" Jaune asked. Daisy turned once more to the console and manipulated it. The profile and pictures are replaced by a map. Red dots appeared on it.

"According to Gwen's intel, Kraven had planned his moves carefully. He kidnapped his targets in isolated locations. Some of them are at sea, out of state and within the state. He's prevented us from triangulating his position. Gwen figured the same and that lead to one thing."

"What?"

"Gwen used herself as bait," Rayshaun said. "When her friends got captured, she began a massive crime-busting spree to get his attention. Thanks to the spider on her back, she knew that Kraven couldn't resist. But all of that non-stop fighting made her exhausted, which left her vulnerable to Kraven when he caught her."

"In that case, why didn't she contact us?" America asked. "We could've ganged up on this guy and no problem! Then we can find out what he did with the other kidnaped people."

"Maybe it's the other way around," Jaune suddenly said.

"What?"

"Think about it. Daisy, considering that she's friends with Spider-Man, I take it that she's fought Kraven before?"

"Yes."

"So, it's safe to assume that she has experience fighting him. She would know how he operates and how to counter him. Also, is it true that she goes to your school Ruby?"

"Yeah, Ruby said. "She's one of the top students from what I've hard."

"Is it possible that she built…I don't know…a teleportation device?"

Everyone realized where he was going with this.

"Are you saying she wanted to get herself caught?" Dante asked.

"Now that you mentioned it…" Kamala said in deep thought. "My memory's a little blurry…but I recall that she had a portal device on her wrist."

"Gwen made a portal device?" Ruby asked. "Cool! How does it work?"

"I don't know," Kamala admitted. "You'll have to ask her. Anyway, if Jaune is correct, she may have let herself get caught on purpose. That way, Kraven can save her the trouble of tracking down the people he caught."

"In the case of modifying her portal device," Daisy continued. "She could get them all out. Leaving Kraven without any hostages."

"There's just one problem." Riri pointed out. "Aside from the fact that some of the people he kidnapped are criminals. If she's got this portal device, wouldn't she be back by now?"

That brought their thoughts to a screeching halt as Riri had a point there. If that were the case, they would've heard from Gwen right about now. Which meant that something has gone wrong.

"Then we should help her," Ruby declared firmly. "If she's in trouble then she needs help."

"Sounds to me that we're Gwen's plan B," America said. "As in backup."

"Tracking down Kraven will be our first objective then," Daisy said. "This will be difficult considering that he's hidden well."

"I may have an idea about that," Jaune said. "If anyone's interested."

"We're all interested vomit boy," Yang said. "Whatever plan you got has got to be good. So, spit it out already."

"Problem is that you are not going to like it."

* * *

_A few hours later, Evening_

"478! Tacking fire!" A police officer shouted into his radio as he took cover from the blaster fire. For the first time in a week, this wasn't a bank robbery. This time, two men in classic balaclava are stealing weapons from a laboratory. Science is back to be the main currency.

"Where is our back up?!" His partner shouted over the blaster fire.

"Should be here any second now!"

Then, something was thrown towards one of the robbers. The first looked surprised as a black ribbon wrapped around him and constricted. The robber cried out as he was suddenly yanked forward. His face met the heel of a white-booted foot.

Blake stood in her Shadow costume, which had changed thanks to the efforts of Riri and Ruby. Instead of a domino mask, her mask covers her head, with two protrusions to showcase her eats. Her entire suit is dominantly white except for her emblem, which is black.

"Is that our backup?" The cop asked.

"No…?"

Without sparing the knocked-out robber a glance, she turned to the partner, who snapped out of his shock. He aimed his blaster and fired upon the interloper. Not wanting to waste her semblance, she dodges and rolled to get some distance to reduce his accuracy. Eventually, she unwrapped the ribbon restricting the first robber. As she brought it around, the end transformed into the scythe head of her Gambol Shroud. As she swung her weapon towards him, the length of the ribbon extended to provide more reach. Gambol Shroud struck him in the head, incapacitating him.

Seeing that the battle is over, she glanced at the watching officers. They were staring at her dumbstruck. Who could blame them? Considering that they weren't supervillains or wannabees, she had taken them down in less than a minute.

"All yours," Blake said as she swung Gambol Shroud in Kurasagima form. When it grappled on a nearby rooftop, several stories high, she pressed on the ribbon and it pulled her up. The wind rushed against her as she neared the edge. She grasped it and pulled herself up. With a flick, Gambol Shroud converted back into ribbon form which she wrapped around her arm.

"Hey Bl—I mean, Shadow," Doreen shouted as she landed on the roof rushed over to her. She is clad in her brown and grey costume, her three-foot bushy tail exposed for the world to see. On her head is a headband with squirrel ears. Blake knew that she was just living up to her motif.

"Sorry about that," Doreen apologized. "Still need to get used to using your superhero name."

"It's alright Squirrel Girl," Blake assured her. "So how were things on your end?"

"Turns out the two that you fought had a third buddy. Tippy-Toe got to him before he could fire at you. Be sure to thank her."

The squirrel in question clambered up Blakes leg, across her back and on her shoulder. Tippy—Toe puffed out her chest and squeaked with pride.

"Yes. Thank you, Tippy-Toe," Blake said as she stroked her head. Tippy-Toe purred then scampered back to Doreen.

After Jaune explained his 'plan', Teams RWBY and JNPR began the hunt for Kraven with the Secret Warriors. Each of them is divided into pairs, with Lockjaw on standby at a moment's call. Daisy thought it'd be better if the remnatians are partnered up with one of them for 'an exercise'. Blake ended up partnered with Doreen.

One cool thing about Squirrel Girls' ability to communicate with squirrels is the squirrels themselves. Doreen and Tippy-Toe have connections with many of the squirrel population, which provide them with an information network. Any sign of Kraven and Doreen will be the first to know and report to Agent Johnson.

All as planned.

"It's nearly six," Doreen said as they rushed across rooftops. "Want to take a break?"

"Sure," Blake said. They stopped and took a seat. Doreen picked up a box with a purple ribbon next to her. Blake had a feeling that she put that there beforehand. Opening the box, she was six intricately made cupcakes. Some of them have strawberry on top of the frosting, the other half is shaped like fish.

"I couldn't get an actual fish cupcake," Doreen said as she passed one to Blake. She and Tippy-Toe each took one of the strawberries. "I hope you'll settle for this."

"I can eat anything else besides fish," Blake said as she took a bite. "These are good."

"I know the right place," Doreen said as she scarfed hers down. "Each of us gets two each. Right, Tippy-Toe?"

Tippy-Toe chittered as she nodded sadly. Blake assumed that the squirrel wanted more than two cupcakes. It was silent for a moment, aside from the sound of their jaws moving. Whenever frosting got on their lips, they would lick it off.

"Say," Doreen said suddenly. "Can I ask you something?"

"Sure?"

"Back at base, you were pretty angry about the whole Kraven thing," Doreen said. "I mean, you haven't met the guy and you got mad throughout Quakes briefing. Why?"

It took a few seconds for Blake to remember. Then she sighed. Doreen didn't live on Remnant, so she wouldn't know. She also knew that she had to talk about it at some point.

"It's because of something on my home planet," She began. "When we were talking about our home planet, you remember how I said there are two races besides the Grimm? Humans and Faunus?"

"Those with animal features, right?" Doreen said. "You also mentioned that you are a faunus and I'm not."

"I'm sure that you would qualify as a faunus regardless," Blake said with a small smile that faded. "But you know the mutants and human relations today?"

"Yes, it's basically—" Doreen's eyes widened as she realized what Blake is getting at. "Oh…so it's like that?"

"Yeah," Blake nodded. "Nobody knows our origin, but I assume Kang does. They appeared right after the Brother Gods left Remnant. It was there that discrimination against us began, and it was all because we have features that terrify them. Thanks to bad rumors and stories, it grew. It wasn't uncommon for humans to chase us out of villages or worse… hunt us down and kill us."

Her voice had become so low that she stopped. Doreen gazed at her with a mixture of shock and sympathy. Tippy-Toes tail drooped.

"Wow…" Doreen breathed. "Earth has a history of lynching but…I don't know what to say. So, did it continue?"

"For a while. At some point in history, a village called Saunus got attacked by Grimm. The humans and faunus worked together and successfully repelled them. It was there that humanity realized that there isn't any difference between them, aside from their features."

"But let me guess," Doreen said with a frown. "They still got treated like pieces of garbage."

"That's a mild way of putting it," Blake said. "It wasn't until after our planet's great war that we were given equal rights and the continent of Menagerie as compensation. Some saw it as fair and just, others saw it as a slap in the face."

"Sounds like segregation," Doreen said grimly. "Our planets got a nasty history of that. The difference is that involves the color of our skin before superhumans. Did men began wearing white hoods and burn crosses?"

"We've got people who hold human supremacy to high regard," Blake said. For a moment, she mentally thought of a certain CEO in a white hood and robe. But then she figured that the Nazi uniform and funny mustache best suited him and his personality. "They began countermanding the equal rights we won an attempted to confine us in Menagerie. The faunus revolted and began the faunus rights revolution. While we were successful in reclaiming our rights, we remain victims of discrimination."

"They still kept it up?" Doreen asked incredulously. "Did these guys learn nothing at all? So, what did you do?"

"Sometime later, the White Fang was created," Blake continued.

"Which you were a part of?" Doreen asked, having been briefed about her backstory. As much as Blake was willing to share.

"It was intended to serve as a 'symbol of peace and unity between humans and the faunus."

"Ah! That sounds like a Remnant version of the X-Men!" Doreen said with a grin.

"You can say that," Blake said with a. smile. She didn't admit this to anyone, especially Ruby, but the X-Men are her favorite heroes. According to Pietro and Wanda, they are a private security force composed of mutants who protect a world that hates and fears them. The group's founder, Professor Charles Xavier, reminded her of her father with his ideals of unity and peace between humans and mutants. It saddens her to hear that Xavier died and the X-Men vanished.

"So, what did they do next? Kick some bad guys butt? Save the world from a horrible future of faunus hating robots?"

"Nothing like that, sadly," Blake said. "Sorry Squirrel Girl, but we did protests and rallies. The intent was to be a peaceful organization."

Then her face darkened.

"When it proved ineffective, the new leader turned the organization to violence. They did things like disrupting peace protests, firebomb stores that refuse to serve faunus, and theft or sabotage organizations that used faunus labor. One example would be the Schnee Dust Company."

"The one where Weiss is the heiress to?" Doreen asked. "The one run by her jerk of a father. The one who looks like Hitler with a bad makeover?"

"Yep," Blake chuckled at the accurate description of Weiss' father. "Because of their controversial labor forces and questionable business partners, the White Fang have been locked into conflict with them for years. This includes theft, disappearances, and murders of executives and sabotage."

"From X-Men to Brotherhood of Mutants, huh," Doreen correctly surmised. "Though I think it'd be more appropriate to call them the Brotherhood of Faunus in this case. Do they have their version of Magneto?"

"I'd say that would go to Sienna Khan, but it goes to someone that I once looked up to. Like Magneto, he hates humans to the point where he 'accidentally' kills them. Ever since I've arrived here, I decided that they're like the Nazis. It was there that I decided to desert the organization."

Blake paused for breath. She took the last cupcake and consumed it. Tippy-Toe climbed on her knee and provided comfort.

"That's why I was mad at Kraven. He views people like us as animals to be hunted. He sees us as nothing more than that. Which is what causes the hatred for humans on my planet. As long as there are people like that, there can never be peace between the two races."

Blake ended it with silence. She had said it. The full history of faunus being hated by humans and how it never seemed to end.

"Seems like there's one thing left to do then," Doreen said, breaking the silence. Blake looked up at her in confusion.

"What?"

"We go over there and kick their buts!"

Blake's expression became blank. "Huh?"

"We're going to your planet as soon as it's found, right? Once we take it back from Kang, we'll go over to the White Fang and set them straight. If they don't, we can kick their butts!"

"Do you realize what you're saying?" Blake said, jumping up. She knew that if her friend ever met _him_, then she would end up worse than Yang in Kang's timeline. She only got off with a sliced arm, she can't imagine how Doreen will turn out.

"Yes, because I'm a superhero," Doreen said firmly. "It's our job to fight the bad guys. So, who's the Magneto wannabe? What are his powers and weapons?"

"You can't!" Blake protested. "I know what he's like. He's—"

Blake stopped as Doreen gave her a glare that would've put Glynda Goodwitch to shame.

"Why? I can't beat him is that what you're saying?"

"No, I—"

"Alright then, don't tell me!" Doreen huffed and sat back down. She began to dig into her pockets. "I'll just consult the cards for help. I recently got a new pack. The White Fang term you used helped me remember a new card."

_Cards? _Blake thought with an arched eyebrow. "How are cards going to help you?

Doreen shuffled through a deck of cards before stopping at one. "Adam Taurus, right?"

Blake jumped at that name. That was the name of her former mentor back in the White Fang.

"I-I never told you that," Blake stammered. "How did you know?"

"Easy," Doreen showed her the card that she held. On it is Adam rushing down a hall, drawing his sword. A sinister smile is on his face, his white mask covering his upper face, his two horns exposed among his red hair. His name is emblazoned underneath. "This told me."

"That's not what I meant!" Blake nearly shouted. "I only told SHIELD what he looked like. That drawing is too accurate. That card shouldn't even exist!"

"It is when you own _Deadpool's Guide to Super Villains Cards!_"

"What?"

"_Deadpool's Guide to Super Villains Cards_!" Doreen repeated, showing her the deck. "A series of 4522 educational trading cards about the exact amount of known supervillains. I use them whenever I face a villain that I don't know about. I found this after I got a new pack on sale. All written by Deadpool!"

"Deadpool?" Blake asked, taking some of the cards and looking through them. One card is stark what and said _100% better than the Avengers Datacrux_. Below it is a tiny guy in a red and black suit with eye lenses giving a thumbs up. "Isn't that one of the guys you beat? How does he know all this?"

"Beats me," Doreen shrugged. "You should see his guide to Super Villain Super Accessories."

She held up Adam Taurus' card and began reading it. "Let's see, Adam Taurus. Currently affiliated with the White Fang. Race, Faunus. Height 6'4" (1.93 meters). Aura Color, red. The weapon is a katana Wilt and Blush, a red sword and a rifle scabbard. Semblance Moonslice (See details below). Little is known of Adam's early history, although at some point in his life, Adam was part of the Faunus Labor Force that served the Schnee Dust Company. At some point during his service, he was branded with the SDC logo on his face, scarring him and seemingly blinding his left eye. Fueled by this inhumane treatment, and his growing personal vendetta, Adam joined the White Fang. Eventually, Adam became a mentor and—"

Doreen stopped as she realized what the rest of the text was. Slowly, she looked up to see Blake staring at the ground, her hair shrouding over her eyes.

"A crazy abusive ex-boyfriend," Doreen muttered. That wasn't on the card, but she was able to summarize what she read next. Looking back and forth at the card, she felt terrible. No not terrible…awful. "Blake…I'm sorry I—"

"Sorry?" Blake whispered slowly. She stood up. "Of course, you're sorry! You didn't see the one you once saw as a mentor turns into a monster! You didn't run away from him when you realize that! You didn't see how it come to bite you in the ass in the future when he promises to make your life a miserable hell! Starting with your friends!"

Blake let her pain and anguish out to Doreen, who looked ashamed as she took it all in. Seconds later, she realized what she had done and the unfairness of the situation. Taking her anger out on somebody was not cool.

"D—Squirrel Girl," Blake stammered. She nearly spat out her secret identity. "I'm sorry. I didn't mean to snap."

"It's alright," Doreen said with a sigh. "I spoke out of turn. I would be mad too if somebody brought up painful memories from my past."

"Still, it was wrong of me to yell at you."

Nobody speaks for several seconds.

"Blake?" Doreen said quietly. "I promise…we are going to get this guy."

"How?" Blake asked. "I'm sure you've read his card already. He's too much to handle."

"You forget something, _Shadow_," Doreen said, emphasizing her code name. She stood up and pressed her left fist to her hip and punched the air with her free arm. Tippy-Toe scampered off of Blake and climbed up to her master's shoulder to mimic her pose.

"I'm the Unbeatable Squirrel Girl!" She declared to the world. "I faced the worst that my planet had to throw at me and triumphed! No matter where I go, I will not back down!"

Tippy-Toe chirped angrily.

"Oh yeah…WE faced the worst that the planet threw at us! We will not back down! All better now Tippy-Toe?"

Tippy-Toe nodded as Blake tried to think of an argument to dissuade Doreen from pursuing that person. It died in her throat when she realized what it is that made Doreen herself. She is almost just like Ruby, with her optimistic attitude that seemed to not fade despite adversity. It was that same attitude that got them past the fight against the White Fang and Kang. She had no doubt it would continue without Kang's interference. She remembered the people that Doreen mentioned in her rant about Kraven, the ones that are the top dogs. It was there she saw what made her unbeatable.

Because of her seemly 'mediocre' powers and abilities, it was her knack for being underestimated. One minute the villains think she's easy to beat, the next they are on the ground begging to be arrested. The very thought of it made her laugh, along with the thought of Adam Taurus losing to her.

"What's so funny?" Doreen asked, disappointed that her inspiring pose and speech didn't get the reaction that she was hoping to get out of her.

"Just a thought, nothing offensive," Blake said, stifling her chuckles. "Before I go into detail, can you tell me when and how you defeated Thanos? From what I heard he was killed in a previous conflict with the Avengers."

"Oh, yeah!" Doreen perked up at that. "I'm so glad you asked. I have his card if you want to see—"

She was interrupted by squirrel chatter. A glance towards Tippy-Toe showed that it wasn't her. Tippy-Toe pointed a tiny paw towards another squirrel coming their way. Doreen knelt and began speaking to it, lowering her voice as to not hurt the squirrels' hearing. Despite her faunus hearing, Blake can't understand what the squirrel is saying but Doreen. When it was finished, Doreen's expression brightened.

"What did she say?" Blake asked.

"She's a he," Doreen corrected. "And he said that some of my furry friends have spotted Kraven. Anything else?"

* * *

It took them fifteen minutes for them to reach the area described to them from the squirrel. Blake by parkour and swinging on Gambol Shroud, and Doreen by superhuman leaping. By the time they arrived, night had fallen. According to the info they received, Kraven was spotted entering an abandoned shopping mall scheduled for demolition. By the looks of the wrecking ball still, there, it's halfway done. Barricades have been set up to prevent entry, but there is nobody there to ensure that remains the case.

"This is the place," Doreen stated. Thanks to their night vision, they can see as clear as day. "Can't imagine why."

"Probably looking for more prey to hunt," Blake said. "I wouldn't be surprised if he was already turning this place into a hunting ground.

"Right there," Doreen shuddered. Despite her aggression with Kraven, she seemed freaked out by the abandoned mall. It looked like one of those haunted houses on Halloween. "So, what's our next move? Scope out the place or call in back up?"

"Better safe than sorry," Blake said. "One on one isn't going to work on him. That's his advantage. If we take him on with the rest of our teammates…"

"We can give him ten times the beating he deserves!" Doreen pounded her fists together.

"Exactly," Blake accessed her masks HUD and selected Daisy's caller ID. A few seconds later, it connected.

"_Shadow?"_

"Quake. We've found an area that Squirrel Girl believes is where Kraven is at. Sending it to you now."

"_Affirmative. Standby until we get there."_

"Wilco, Quake," Blake said. She chuckled at the fact that she's using military jargon. Guess that came from SHIELD Bootcamp. "All right Squirrel Girl, let's wait for her until…"

Her voice trailed off as she saw a red dot on Doreen's forehead.

"GET DOWN!"

Blake lunged forward and pushed her behind an abandoned car. But this action also puts her in the path of the energy bolt that came flying with the speed of a bullet. The bolt impacted against her and she faded into non-existence.

"Shadow!" Doreen cried out. She stood at the spot where her friend took a bolt meant for her until she felt a tap on her shoulder. The Squirrel Girl turned her head to see Blake sitting next to her.

"You forget my semblance," Blake pointed out.

"Oh," Doreen said before she hugged her. "Still! I'm glad you are alright!"

"_Shadow! Squirrel Girl!"_ Daisy called out on the comms as Kraven fired on the car they are taking cover._ "What's going on!"_

"We're taking fire!" Blake shouted over the energy bolts. "It appears Kraven has his hands on some kind of weapon that can fire energy bolts!"

"_Energy Bolts?" _Ruby asked excitedly. Her caller ID is right next to Daisy's. _"Is he using an energy caster? One for long-range use? Can you show me?"_

"Later Thorn," Daisy said. "Hold off until we arrive. Make sure you guys are still alive. As Fury said, this ain't my first rodeo."

"Wilco," Blake said, signing off.

"Why does he keep shooting the car?" Doreen asked. They checked where Kraven is firing. The bolts kept hitting the same spot near the hood…

Realization donned on them and broke cover. As the bolt hit the hood again, the car exploded. They felt the force of the explosion from behind, but it wasn't enough to knock them down. Blake, however, ducked to avoid another shot.

"Clever bastard," Blake rasped as she and Doreen picked themselves up and ran straight to the mall. From where Kraven is firing, his position appears to be on the roof. This means he will be blind when they approach him from the mall, his blind spot. At least that's what she hoped as soon as she entered, the shutters slid down from above and cut them off from the exit.

"You took the words out of my mouth," Doreen said. "But without the cussing. It looks like he wanted us to go inside."

"But why?" Blake asked as she took a step back. The second she did, a panel sunk into the floor with a click. A whirr of mechanisms filled their ears. Out of the floor popped up a series of turrets, their barrels aimed at them. They didn't need to yell out 'duck' to get out of the way of turret fire. Each of them took cover behind a concrete pillar.

"When did he set this up?!" Blake shouted.

"Likely before we found him," Doreen shouted back as she looked over her 'Kraven the Hunter' card. "I shouldn't be surprised at this, considering that he calls himself the hunter, but it turns out he's good at making booby traps. The name may be funny, but it's deadly serious!"

"I'm familiar with the term," Blake said. She tried to get a call to the rest of her friends, but her HUD can't make a connection. "I can't contact others! Kraven must be jamming us! We're on our own!"

"So much for back up," Doreen groaned. "We've got to take it out!"

"How?"

"Kraven has to have it nearby," Doreen explained. "But first we need to deal with the traps! By the looks of the traps, they're modern and not like the bear traps I'm familiar with. Considering that they are integrated throughout the mall, and this is just a guess, they have to have a power source!"

"Couldn't they all have their separate batteries?" Blake asked, to which she shook her head.

"Kraven will have to be dumb if he didn't have something like a network switch," Doreen said. "Before you ask, it's networking hardware that connects devices on a computer network. The long explanation for later. Anyway, if we can find their source of power, we can shut down every trap in the building. The question is where?"

Blake wondered that as well. Her lenses zoomed in on the lights. She noticed that while they are in fine condition, they aren't lit.

"He must be using the electrical room," Blake deduced. "When he was rigging this place, he must have got the electrical system working. Then he rewired his traps and redirected the electricity to power them. That's why the lights aren't on."

"I'm not even going to ask how that makes sense," Doreen said, briefly pulling back to avoid a barrage. "Still that would make sense! The electricity in this place is enough to power a multitude of traps!"

"Think you can find a map of this place?" Blake asked. "I don't think these pillars are going to protect us forever!"

"Let me check!" Doreen said taking a step back. Fortunately for her, the pillar she was using for cover had a map on it. "Let's see…aha! The good news is that the entrance is just up ahead! The bad news is that we have to go through a lot of traps!"

"Swell," Blake cursed. She briefly glanced at their pillars. It's slowly being chipped away. "We're going to have to risk it! Think you can do it?"

"Sounds better than destroying every trap in this place," Doreen said. "And it's much better than being plasma targets."

Blake had Gambol Shroud transform into weapon mode. "On three?"

"Why bother waiting?"

Together, they bolted from their cover and ran ahead. Blake let a shadow take an energy bolt before transforming Gambol Shroud into kurasagima form. She threw the scythe end up to the roof and had her weapon pull her up. Doreen ducked and dodged energy blasts until she got to a wall. She jumped several feet up and stuck herself to the ceiling and began to climb. The turrets design only allowed them to fire and track their targets on the ground level, not in the air.

Of course, that didn't mean they are out of harm's way.

"He planted mines on the ceiling!" Doreen shouted. On the ceiling are small circular objects, each of them five feet away from each other, that looked dangerous. As soon as she placed a hand forward, the mine blinked red and blew up after a few seconds. Fortunately, she backed away just in time. "They're vibration sensing!"

"Give me a second! Just stay back," Blake shouted as she landed. As if fate wanted to screw with her life, she activated another trap. From above, an apparatus fired an orange energy ball that expanded into an energy net. Blake could only stare in horror as it landed on her…

…and she vanished.

"I'm starting to like my semblance," Blake said behind a pillar. During Bootcamp, she read on how one's power tends to be based on an aspect of their character. Thor told her that her semblance must be based on how she ran from her problems than face them. Despite that, she's happy with her semblance due to its uses.

Blake shifted Gambol Shroud into pistol form and aimed at the mines. She fired several bullets at them. Thanks to Hawkeye's training, her bullets hit the mines dead on. Each of them exploded from the impact. When the smoke settled, there are several small craters.

"Thanks, Shadow!" Squirrel girl said as she proceeded ahead.

"Quake ordered us to stay alive," Blake replied as she continued her run. They ran into several more traps. Energy stakes, flamethrowers, electrical pylons, and many others. Blake wondered how many traps the hunter had rigged. By the time they arrived at the electrical room, they were nearly out of breath.

"C-can't stop now," Blake gasped out. Her HUD showed that her aura is at forty-five percent. She reached for the door before stopping to realize that Kraven must have booby-trapped the door. Grunting, she transformed Gambol Shroud into ribbon form and wrapped it around the handle.

"Get back," Blake said. She and Doreen took several steps back and she pulled on the ribbon. The door opening is followed by a click before it exploded.

"He knew that we were going to shut it down," Blake said. "It's the one thing that one would go for to shut down the traps."

"With that out of the way, let's shut this down!" Doreen said as she went into the room. Blake descended into the darkroom with her friend, eager to disable the traps and defeat Kraven and rescue the people he captured.

* * *

He watched the two women as they disable the electrical grid. On a separate computer screen, the displayed traps began showing error messages. He had been watching them as they made it through the gauntlet. From what he heard over the police radios, the one with cat protrusions is called the Shadow. She was the reason that they set this up, Squirrel Girl was just an unexpected factor. After they cut the power to the rest of the mall, he reached for a red button.

_They might be worthy of the hunt. Just one more test._

He pressed the button.

* * *

"That's the end of that," Doreen said as they walked out. They encountered yet another electrical trap down in the electrical room. If that wasn't bad enough, it appeared that he upgraded the security of the switchboard. Thankfully, Doreen happened to be into computer science.

"I didn't know you were a computer geek," Blake said as they walked down the hall. The disabled traps gave them a sense of security for now.

"I don't look like it?" Doreen said. "I'm just full of surprises. With the traps disabled, I guess Kraven is out of tricks."

_BOOM._

They briefly stumbled as the building shook. Eyes wide, they looked around for the source. Meanwhile, it happened again, this time more intense than the previous one. At the other end, the shutters rumbled.

"Maybe I spoke too soon?"

Her question was answered when the shutter doors came flying and landed in front of them. It had a half-sphere dent the size of the wrecking ball outside. They looked at it for a moment before jerking their head up to the silhouette stepping inside with heavy footsteps.

It was nearly ten meters high with a bulky frame. On its right hand is a chain connected to a huge metal ball. Its red eyes glared menacingly at them. Despite the darkness, they can pick out the dirt-caked yellow paint.

"Is that the wrecking ball?" Doreen asked.

"Yeah," Blake nodded. "And did it just transform into a robot that is about to kill us?"

As if to answer her, it reared back its right arm and threw a straight punch. The ball on chain launched directly at them. Blake was able to avoid it thanks to her semblance while Doreen barely had time to avoid it, the ball grazed her arm. The ball smashed into the door of the electric room, caving it in.

"Doreen!" Blake called out in concern as her friend didn't have an aura. "Are you alright?"

"Don't worry about me," Doreen shouted as she held up her arm. Slowly, the bruise on her arm faded. "I may not have an aura, but I do have something better. Healing Factor!"

She jumped to the side to avoid another attack by the robot. She rolled and crouched on all fours, glaring at it.

"Alright!" The Squirrel Girl declared." Let's end this Transformers rip off!"

Doreen climbed onto the wall as the robot reared back its fist and threw another punch. The ball smashed into the ground where she once was. Taking advantage of the delay time, the Squirrel Girl jumped onto the ball as it retreated to the robot. The robot glanced at her and began to try and shake her off. Doreen gripped on for dear life, refusing to let go. Seeing how it wasn't working, it tried to smash her against the ground, but it made a mistake at doing it at a long distance. Slowly, Doreen crawled up the chain that connected the ball to the machine and turned around. Then Doreen grabbed the chain firmly, opened her mouth and clamped it on the chain. As her jaw tightened, the sound of bending metal can be heard. Then…

_Snap!_

Right where Doreen was biting, the chain snapped, sending the ball freefalling. Doreen pushed off the ball, did a somersault and landed on her feet. The ball crashed behind her, the remnants of the chain clanging off it. The robot seemed to be baffled by that. Doreen looked at it and smiled smugly before spitting.

"I never liked the taste of iron!"

The robot reared back its remaining hand and tried to punch her. Doreen managed to scamper up its arm to avoid it. She climbed around it's back and found what she assumed to be a receiver antenna. She grabbed it by the base and pulled. With a crack, it snapped off, and the robot stopped moving. It looks like it's manually controlled, meaning without the antenna, it can't do anything else.

"That's a wrap," She said as she jumped down. Doreen looked towards a baffled Blake.

"Did you just bite a chain and break it?" Blake asked.

"Did I forget to mention that I have a strong jaw?" Doreen asked bashfully. "My strength also extends to my jaw. However, that doesn't mean I can eat any form of matter. Which is why I prefer to fight with my fists and friends."

"Noted," Blake winced as she remembered the arm-wrestling match she and Yang got into. It turned out that the Squirrel Girl is quite stronger than she looked and the only reason it ended in a draw was that Yang was using her prosthetic arm. The blonde brawler vowed to get her back one day.

She snapped out of her thoughts when a wall busted open, sending rubble flying everywhere. From the hole, another robot emerged. The model is the same as the one they had defeated.

"Another one!" Doreen shouted. "Where did that come from?!"

"We'll ask Kraven when we see him!" Blake said. Doreen barely made it out of that fight with the first robot. Plus, Kraven could be using this to exhaust them further, and she is low on the aura. So, she is going to have to finish this quick.

Maybe it's time to use _that_.

Blake held her katana in front of her as she sheathed it. A few seconds later, Gambol Shroud shifted. The hilt grew longer and thicker as the blade and sheathe fused to form a long-curved blade, with one side having a blunt edge. She could feel it vibrating as she held it, blue sparks flying briefly, but her grip remained strong. Blake gripped it with both hands and moved her arms till she held the blade over her head in the stance that Clint showed her, the ko gasumi, closing her eyes in concentration.

The robot stopped in front of her and threw a left-arm punch, sending the ball flying. It was there that her eyes opened with a fierce gaze. Instead of standing there, she jumped up and landed on the ball. Using it as a springboard, she jumped to meet the robot, swinging Gambol Shroud several times. The air is filled with the sound of metal slicing metal. Blake landed on the ground behind it and prepared to sheath her sword before remembering that the sheathe is fused with her sword.

"Oh, that's right," Blake said. She transformed her blade back into a ribbon and wrapped it around her arm. When she held a short end, she tugged it across, tightening the ribbon around her arm. At that moment, orange lines appeared all over the wrecking ball robot. Then, it fell apart at the cuts, slice clean like a knife through warm butter. Doreen watched with her mouth agape as the pieces fell apart.

"That…was…AWESOME!" Doreen exclaimed as she rushed over to Blake. "What is that?"

"High-Frequency blade," Blake answered, remembering what Stark told her about her weapon's new transformation. "It's a sword reinforced by a powerful alternating current and resonates at an extremely high vibration frequency. This oscillation weakened the molecular bonds of anything it cuts, thereby increasing its cutting ability. I'm planning on using this only in case of emergencies. I'm still trying to get used to it, which is why I'm having Hawkeye teach me swordplay."

"That is so cool!" Doreen said. "Are you planning on learning ninjutsu next?"

Blake rolled her eyes at that as she transformed Gambol Shroud back into its previous configuration. "We'll talk about it later. Anyway, I believe we have a hunter to catch?"

"Right," Doreen nodded. "Let's find Kraven and kick his butt!"

"That won't be necessary," a voice said with a Russian accent.

All eyes turned and widened when they see Kraven the Hunter standing on top of the robot that Doreen had disabled. Over his eyes, he wore green night-vision goggles. He must have gotten there while they were occupied with the other robot. He surveyed them with a calculating gaze.

"You must be the Shadow and Squirrel Girl," Kraven continued as he jumped down and landed on his feet. His eyes were on Blake, which made her uncomfortable, but she didn't show it. "I've fought these would be enough to soften you up. But it would appear that I've mistaken a black-footed cat for a domestic one."

"Kraven the Hunter," Blake said in a low voice as she held her weapons in a dual-wielding stance. "We're here to bring you in."

"Where's Ghost-Spider?" Doreen demanded. "We know you kidnapped our friend along with several others!"

"The same place where her kind is at," He answered cryptically. "Which is also where you are going."

"Not if we take you down first!" Blake shouted as she and Doreen charged at him. Kraven pulled out a spear and hit a switch, turning the tip orange. Blake brought her blades upon him and he brought his spear up to block the blows. Her blades have nicked the metal shaft of the spear to which he noticed. So, he pivoted on his foot and jabbed the spear at her. The second the tip touched her, she vanished and appeared behind him, swinging the katana by the blunt edge. Kraven seemed to have anticipated this as he lowered his body and threw her over his shoulder. Blake barely had time to recover when his Spear impaled her weapon by the ribbon.

"You have a strange ability," Kraven said as he walked towards her. "I watched you use it. Difficult, but predictable once you see the predator's pattern. Like a spider that makes its web."

"How about a rodent?!" Doreen shouted as she jumped up and covered Kraven's eyes with her tail. Blinding him, she proceeded to grab him and throw him to a pillar. She made another jump at him, but he recovered fast. He kicked her in the face and then hammer fisted her to the side. Before he could finish her, his right arm is wrapped in a black ribbon. He turned his head to see Blake as she yanked the ribbon back, putting him off balance. Acting fast, she wrapped him up in the ribbon and constricted it. Kraven gritted his teeth from the pressure as Blake put her katana against his throat.

"Your fangs are strong," Kraven commented despite the blade pressed against his throat. "Yet you are holding back. Why?"

"I'm here to send you to prison, not kill you," Blake said, to which Kraven frowned.

"You are just like the others," He said. "You bear the face of the beast and you disrespect it."

"What does that mean?!" Blake demanded. This provided him with the opportunity to head but her and sweep her feet. Blake pushed up with her hands and black flipped away as Kraven unwrapped the ribbon from himself. Kicking Gambol Shroud away, he pulled out two energy knives. Blake cursed as she knew that his physical strength and stamina outstrips hers. Not to mention that he's more experienced in close combat than her.

"You provided me with a challenge unlike the spiders," Kraven said as he approached her. "It will be a great pleasure hunting you."

"Sorry, but this hunt ends now," Blake said, surprising him. "Hey Squirrel Girl, are you ready?"

"The cavalry has arrived, Shadow!" Doreen shouted. Kraven looked confused. Then, his ears picked up the sound of chittering. Frowning, his nose begins to sniff. Among his other senses, this one is the strongest and most trained. That's what made hunting his prey easy. The sound and the smell are the same as…

"Squirrels?" He asked as two swarms of squirrel entered through the holes towards him.

"That's right! Squirrels!" Doreen shouted as the converged on Kraven. "They got a bone to pick with you! They even brought their complaints!"

The squirrels climbed up Kraven's body and scratched and bit him. The hunter tried to shake them off, but each one he threw two more took its place. The squirrel's dog piled on him, making him infuriated and desperate. It was there that Blake threw Gambol Shroud in kurasagima form. The weapon looped around two pillars so that Kraven tripped on the ribbon. As he fell to the ground, the squirrels came off him. Blake unfurled Gambol Shroud, transforming it into ribbon form, and had it bind him again. This time, she made sure that the ribbon restricted his hands and feet.

Blake and Doreen stood over him in triumph as he struggled against his bonds. The squirrels surrounded him like a vigilant guard ready to deliver the pain should he escape. Tippy Toe emerged from the crowd and climbed onto Doreen's shoulder.

"A while back, I had Tippy-Toe gather up her friends," She explained. "Just in case you had a jammer installed and we needed backup. We just needed to by some time for them to get here. Just goes to show that even squirrels can be deadly as long as they are together."

Tippy Toe squeaked in a boastful manner.

"And if you are as smart as Tippy Toe," Doreen added.

"Indeed," Kraven admitted. "It would appear that I have underestimated the squirrel. Just like that time, I thought hunting a spider is easy."

"Now that you mention it," Doreen narrowed her eyes. "We can go ahead and ask questions while we wait for backup. Where's Ghost-Spider?"

"Right where I left her," Kraven said. "When I got word that there was another animal totem here in New York, I left the place to see if she can provide me a challenge. As of this fight, I am eager to have her in the hunt."

"What hunt?" Blake asked sharply. "You keep going on about that. What is this hunt?"

"You'll see soon enough."

"What do you mean?" Doreen asked. "We've got you here tied up. It's not like you're going anywhere anytime soon."

Blake nodded. Her ears twitched as she heard something hit the ground. She turned to see a cylindrical object land on the ground. Her eyes widened as she recognized it as a flashbang.

"Squirrel Girl cover your eyes!" Blake shouted. Doreen looked at her in surprise but complied. The flashbang went off, and a bright light filled the room. Thankfully, Blake's suit comes with lenses that protect her eyes from bright flashes. She had a few sessions with Bucky to request that upgrade. Her eyes turned to a figure that landed on the floor and rolled towards her. Before she could act, the figure punched her in the throat, quicker than Kraven and grabbed her there. She felt herself gasp for breath as she began to lose consciousness. The faunus tried to punch him, but the figure held her arm's length.

"Shadow!" Doreen called out as Blake lost consciousness. Her face contorted into anger and she turned to face the aggressor. What she saw made her eyes widen.

"Wait! If you're…" She turned to face Kraven and back at the other. "Who are you?!"

Her surprise is her undoing. The figures' arms whipped out, quick as snakes, and grabbed her head to ram it into their knee. Doreen fell to the ground unconscious as well. Seeing the two teenager's unconscious, the figure walked forward to Kraven and unbound him.

"You did well," Kraven said as the clouds moved away to let the moon shined through the skylight. "Of course, that is to be expected because of your blood. Thanks to you, we've secured two more for the hunt."

The figure before him looks exactly just like Kraven.

* * *

_**To Be Continued…**_

**Another chapter is done. Thanks to trestwho for helping me make this chapter.**

**I'm sorry for not updating sooner. This was meant to be posted last month, but I had some personal stuff to deal with. Now with the coronavirus running around, things are going to be difficult. I hope that it goes away and the people infected stay alive until there's a vaccine. Also, if anyone makes a joke about being not infected, please remember what happened to Justine Sacco and Deadpool.**

**Speaking of Deadpool, I've got to talk with that guy. Thanks to him, he introduced some spoilers to the plot! I'm starting to think this is payback for either not posting this sooner or because I wouldn't add him yet. I'll talk to him about it.**

**Anyway, on to Q&A:**

** The mysterious Mr.E: Blake can be classified as a Totem type hero. Of course, he's going to hunt her.**

** 1968: You're welcome.**

** Edinosaur25: That remains to be seen along with certain other things.**

** Chaldea: I will soon, for now, we're focusing on our heroes.**

** Thank you all for reading and I hope I live to write again.**


	13. Announcement AKA Blame Deadpool

**Remnant's Mightiest Heroes!**

**Announcement AKA Blame Deadpool**

**[~][~]**

**I have an announcement!**

_**You're going to add me to the next chapter? Please, we already know that.**_

**There will be no further chapters.**

_**YAY!...Wait, what?!**_

**You heard me! There won't be another chapter. Plus, you can thank Deadpool here for that.**

_**Oh, come on! What do I have to do with this?**_

**How about the fact that you accessed the RWBY Fanon wiki through the continuity stone (which I know you still have). Then proceeded to create cards of the RWBY villains and gave it to Squirrel Girl! Which is going to ruin the plot! ALL because I wouldn't put you in the next chapter!**

_**These are outrageous accusations! Plus, it's Squirrel Girl's fault! I'm not ruining the plot!**_

**You're still sour that she beat you! Also,**** why are you trying to send Tyrian Callow's card to Ruby Rose?**

_**(Throws away a package off-screen) What card?**_

**I hate you.**

_**And I hate you too. But seriously man, you can't just quit! You'll let a lot of people down!**_

**I'll be letting them know that there isn't going to be another chapter because of you. Good day Deadpool!**

**...**

**...**

_**Hahaha! He's joking guys, he's not quitting...are you...?**_

_**...**_

_**...**_

_**Hello?**_

_**...**_

_**...**_

_**...**_

_**OH SCREW YOU! Reality check, this is only a fanfiction! I have a thousand comics with my name on them. There are a lot of fans who love me! Plus, the jokes on this fic aren't even funny! Now if you will all excuse me, I am going to get some chimichangas!**_

_**(Deadpool Exits)**_

_**[~][~]**_

_**Thank you for reading...**_


	14. Interlude: RMH! Chibi 2

*Happy- up-tuned, jingly version of Fight as One*

**Remnant's Mightiest Heroes Chibi!**

_**April Fools!**_

"You heard it, everyone!" Nick Fury said as confetti rained down and the _Remnant's Mightiest Heroes Chibi_ sign is replaced with what he said next. "APRIL FOOLS!"

Team RWBY looked around in confusion.

"What's going on?"

"April Fools," Tony repeated as he descended. "This is all a joke!"

"April fools?" Ruby asked. "What's that?"

"An ancient earth custom," Tony explained. "Once every year, everybody gets to play jokes and pranks on each other. The tagline for everything is April Fools!"

"Jokes?" Yang asked with a smirk. "So, does that mean I can do my puns all day? While everyone has to listen?"

"Yep."

"Oh no," Blake groaned at the thought.

"So anyway," Fury said, pulling out a megaphone. "The show is over! I want everyone to clean up this set!"

S.H.I.E.L.D personnel started cleaning up the mess. One swept all of the confetti while two of them began moving the sign out of sight.

"Wait so what happens now?" Ruby asked.

"Nothing," Fury said. "This whole thing is a joke."

"So, this was all just a hoax?" Weiss shrieked. "You dragged us over here just to play a joke?"

"On you? Yes," Fury finished. "Anyway…APRIL FOOLS!"

Fury left the set. Team RWBY stared after him in the empty white space of the opening titles. They are the only ones left.

"So," Ruby said. "What do we do now?"

"I have an idea," Yang said. Before she could speak, Weiss pulled out Myrtenaster and pointed its tip at her.

"Yang Xiao Long, if that is a joke, I will skewer you!" Weiss said. Yang looked at everyone for a moment before holding her hands.

"Okay, I get your point."

* * *

_The Heckling_

"So, Ruby has trouble getting rid of the wrinkles on her cloak," Yang said into the microphone. "So, I told her to get Iron Man to help her!"

Yang laughed at her joke while the audience groaned.

"Nick and Captain America got into a contest," Yang said. "They wanted to see who can throw their SHIELD faster!"

"Ngh," Blake groaned.

"Why do you guys think Thor invites supervillains tot eh party? Because he wants to get them HAMMERED!"

"Boo!" They all shouted but they were ignored.

"How much longer do we have to listen to this?" Ren asked.

"Hey guys," Ruby said as she took her seat.

"Where were you?" Weiss asked.

"I was with Riri and Gwen," Ruby said. "I had this idea to help make this entertaining. They help me set it up early. I got it from watching this old tv show."

"What is it?"

"Heh heh heh," Ruby giggled mischievously. "You'll see."

"Here's a classic," Yang called out. "Why did the chicken cross the road?"

"Probably to get away from you! Tohohoho!"

The audience, for the first time, giggled as they turned their attention to their right. High on a balcony are two old man puppets. Yang glared at them and they looked back at her.

"Hey, that wasn't the punchline!"

"Hey, she's right!" The one on the right shouted. "That wasn't the punchline."

"It wasn't?"

"No. It was a foul proceeding! Tohohoho!"

That earned them more chuckles from the crowd and more of Yang's ire.

"Hey, quick question!" The second one shouted. "When's the comedian getting onstage?"

"I'm a comedian!"

"No, you're not! You're the joke! Tohohohoho!"

The audience laughed again.

"Alright!" Yang yelled. "Who are you guys!"

"Statler and Waldorf!" Waldorf gestured between him and Waldorf.

"What are two puppets doing here?" Yang asked with her arms crossed.

"We're waiting for a one-man ticket to the moon," Statler said.

"Then what are we waiting for?" Yang asked with a wave of her hand. "At least nobody will hear you on the moon!"

"We know! We're trying to get that seat for you! Tohohoho!"

More laughter and more annoyed Yang.

"Stop it!" Yang shouted to the audience. She turned back to the Puppets. "Please shut your pie hole or I will STRING you up! HA, try and counter that!"

The audience groaned while the two puppets remained silent. Satisfied, Yang turned back to the microphone.

"Hey!" Waldorf shouted. "Hey! Hey! Hey!"

"WHAT?!" Yang shouted as she glared back at the balcony, her eyes turning red.

"I wanted to point out that you are standing too close to the audience."

"Huh?" Yang looked down and backed away. "Like this?"

"Further."

Yang took another step back.

"Further."

Yang ended up right at the wall of the stage.

"Further."

"How far do you want me to go?"

"Do you have a motorcycle?" Waldorf asked. Everybody laughed harder.

"That is, it!" Yang shouted, her eyes flashing red. "If you guys don't stop, I will punch you in your stupid face!"

"Not as long as I'm holding it!" Statler said. To her annoyance, the audience laughed again.

"If you do not stop, I will march up there and throw you out!"

"No, you can't!" Waldorf shouted. "That's the usher's job!"

More laughter.

"Then I'll have the usher throw you out!"

"He can't, he's too busy."

"Doing what?"

"Keeping people in! Tohohoho!"

Another round of laughter.

"I'll call the police!"

"Good! You'll need all the protection you can get! Tohohoho!"

The audience laughed as the puppets heckled Yang.

"For the first time," Blake said pausing to take a breath. "I'm liking this."

"I think I'm going to need some popcorn," Weiss said.

"Same here," Jaune said.

* * *

_Deadpool What Would Happen?_

**Deadpool! What would happen if you were fighting in the war against Salem?**

_Land of Darkness._

Salem stood atop a mountain overlooking a scene.

"This will be my base of operations," Salem said. "From here I will plan my conquest. Now I just need to—"

"HOLD IT RIGHT THERE!"

Salem jumped and turned to see a man in a red and black jumpsuit. His face is completely covered in a mask. On his back are two katanas and in his hands are two pistols.

"Who are you?"

"The names Deadpool! Merc with the mouth! Regenerating Degenerate! Plus, the guy who is going to kill you!"

He opened fire upon her. The bullets sank into her flesh, but she still stood. When he ran out of clips, he tossed them to the side and drew his katanas. Before he got within an inch of her, he was blasted by dark energy.

"That was…unexpected," Salem muttered as she stared at where he once stood. "Now, where was I?"

_1,000 years later_

"Is the virus prepared?" Salem asked.

"Yes milady," Dr. Arthur Watts said as he handed it to Cinder Fall. "Just make sure you don't screw this up for us."

"Wouldn't dream of it," Cinder hissed as she took it.

"If you are done," Salem said pointedly. "We can now get down to our plans. Cinder, you and your team will be…"

A second later, everything became enveloped in a white flash. Salem felt herself become bits and pieces as she felt force crash into her like a wave. A few seconds later, she reformed just in time to see what once stood her castle was a smoking crater.

"What just happened?"

"The NUCLEAR option, that's what!" Deadpool shouted as he came over to her. "Had to call in a few favors to get that over here. I'm sure that no one will want to come here after the FALLOUT of this meeting."

"YOU! But how…I…"

"Killed me? You won't believe how many times I've died. Plus, I did say I was the regenerating degenerate."

Salem gritted her teeth as her plans had been set back. Centuries of planning went down the drain all because of this man. "You will regret this Deadpool…"

"Trust me, I regret not going back to before you got your ugly makeover," Deadpool said. "I'm much better than the Wizard of Oz. I mean seriously, what did you even see in him."

"This isn't over," Salem seethed. "I will gather another army and conquer the world!"

"Then plan away," Deadpool said nonchalantly. "We've got plenty of time."

**[~][~]**

**APRIL FOOLS! You guys didn't take me, seriously did you (though some of you guessed this was coming)? That announcement was all a ruse. Deadpool kept screwing with the plot after giving Squirrel Girl those cards. Thanks to him, the next chapter got screwed up. So, I had to get rid of him by giving this fake announcement. I know it's hypocritical considering I did a chibi starring him, but I only kept his comedy. Plus, I figured that in a time of CORVID-19 that we needed a little humor to keep our spirits up. What better way to do that than on April Fools! Thanks for reading this.**

** Now, on to Q&A:**

** Mobian: I'll get to that in the X-Men arc. APRIL FOOLS!**

** Edinosaur25: In this case, he's been cut off from the rest of the world. So yeah, he didn't know.**

** Chaldea: Remnant isn't going to take Kang's rule quietly. No further spoilers.**

** Omegashark18: As above, I did this to get rid of Deadpool.**

** Bigwavexs: Nope.**

** The mysterious Mr.E: Nope, not really.**

** Thanks for reading! See you all—**

_**AHA!**_

**Crud. He's back.**

_**I KNEW IT! I knew it was all a ruse! Just like when Cable lied about that hot sexy babe!**_

**It worked for a while didn't it? I knew I should have posted that a few weeks ago.**

_**How about a few weeks of a waste of time? As long as there is a Marvel continuity, I will be there!**_

**Except for the animated series back in the 1900's.**

_**Whatever! The point is that there is nothing you can do to get rid of me!**_

** Actually…I seem to recall one more Chibi I had planned for this. It involves you.**

_**Really? Now I'm excited! What is it?**_

**It's called [REDACTED].**

_**[REDACTED]? What kind of chibi title is that?**_

**Simple, can you tell us your name?**

_**Sure…? My name is [REDACTED]. The [REDACTED] with the [REDACTED]. The [REDACTED] [REDACTED]. Wait…what the hell?!"**_

**Exactly. Your name is [REDACTED]. One crucial fact that you forgot [REDACTED], it's that the only reason you are here is because the comic writers wanted you to do it. It's the whole reason they killed the Marvel Universe…TWICE! Plus turning the Marvel Heroes into zombies, which is how you became more of an annoyance.**

_**Oh [REDACTED]…WHAT THE [REDACTED]…I can't [REDACTED] say [REDACTED]!**_

**And considering I'm the writer for this fic, it's safe to say that I'm in control. I've taken the liberty of redacting certain words on you. The best part about the Continuity Gem is that it only allows you to talk to the comic book writers, and this isn't a comic book! Meaning you can't undo it.**

_** You can't keep [REDACTED] in here forever! I'll just have to get [REDACTED] over to the main storyline…**_

** Yeah, about that…another thing I can do is trap you in the Chibiverse.**

_**WHAT THE [REDACTED]! That's not even a [REDACTED]!**_

**Come on [REDACTED], it's not all that bad. At least you'll be with your kind. Anyway, that's all folks!**

** See you next time!**


	15. Hunters and Hunted Part 2

**Remnant's Mightiest Heroes**

**Chapter 11: Hunters and Hunted Part 2**

**[~][~]**

_A few hours ago, …_

"Absolutely not!" Yang shouted after Jaune explained his plan. He was right, she did not like it one bit. "We are not using Blake as bait!"

"Did you forget about me!" Doreen shouted. Yang sent her an apologetic look before turning back to Jaune.

"I mean seriously, using our friends as bait?"

"Gwen also had the right idea," Jaune said defensively. "Think about it, Kraven only shows himself whenever he's after someone he considers prey. However, if he sees the rest of us are after him, he'll vanish back into the hole he calls home and not surface. If that happens, we may never have another chance."

"Are you sure it's because you want to rescue Gwen?" Yang accused.

"What does that supposed to mean?" Jaune asked. "I never even met her!"

"Oh, I don't know, maybe it's because every song on your playlist is a chick!"

"Yang, that's enough!" Blake shouted, silencing her. Yang looked at her in surprise. "Jaune's right, this may be our only shot. Are you saying you would rather risk the lives of who knows how many people he captured over ours?"

"Did you for—oh," Doreen was about to shout until she realized that Blake didn't exclude her.

"So, the only option is to follow Gwen's lead," Rayshaun said. "Get Kraven to capture two of our own so that we track him back to his base of operations. Then we can call SHIELD for back up."

"Couldn't have said it better myself," Daisy said. She turned to Doreen and Blake. "Make sure you two stay alive. Okay?"

"We will."

"Alright then, let's get to work."

* * *

_Present time, Unknown Location…_

Blake and Doreen groaned as they stirred back into consciousness.

"Are you alright?" Doreen asked.

"I'm fine," Blake said as she got up. She checked her wrist to make sure Gambol Shroud is still tied to her. "When all of this is over, I'm going to have to install a rebreather mask into my suit."

"No kidding," Doreen said. "You guys may have an aura to protect you, but it still has a lot of flaws."

"No need to mention it," Blake said with a shudder at the thought of a biochemical weapon. Throughout Bootcamp, they had the luxury of looking into the major weaknesses of aura. She looked around the area. "Where are we?"

"Central Park," Doreen said, much to Blake's surprise. "We're in Central Park. I've been around this place enough with my friends to know it when I see it."

"All this time, he was right here," Blake said. "Right underneath our noses."

"In plain sight," Doreen breathed. "The oldest villain trick in the book…or, one of the oldest villain tricks in the book. There's a lot of them and we didn't even read it."

"That reminds me," Blake said, remembering the look-alike back at the abandoned mall. "Who was that other guy? He looked just like Kraven."

"That's what I wanted to know," Doreen said. "Could he be a genetic clone of Kraven? Could he be his twin brother? Oh, this is so confusing!"

"We'll worry about that later," Blake said, turning. "For now, we should—DUCK!"

They dove to the side as something flew past them and landed smack dab against a tree. It is a man wearing a red and black suit with a spider symbol emblazoned on it. His mask is a bandana with two strands flowing from the back, leaving his mustache exposed.

"Let's see," Doreen shuffled through her cards. Since they can't contact the outside world, it probably means that they can't access the Datacrux from Blake. "Anton Miguel Rodriquez. Also known as the Tarantula. Long story short, he's a professional criminal and a guy in a suit. But he's still deadly."

"Leave him to me."

They turned to the source of the voice. Out of the shadows came a girl their age wearing a black suit with a white spider symbol. She carried a bag over her shoulder. They knew who she was from the photos back at Wilson's Auto. The only difference from the picture is that her suit looked worse for wear with the tears and smears of dirt. The same girl dropped the bag and walked towards the dazed supercriminal and lifted him.

"You'll thank me later," Spider-Girl said as she tossed him up into the air and fired a web blast at him. The webbing restrained him to a tree branch high above the ground. "As long as you keep quiet, they won't be able to find you."

Spider-Girl then turned her attention to the two watching her. "You guys must be new. Names?"

"You haven't heard of me?" Doreen asked. "I'm Squirrel Girl! You know, the unbeatable Squirrel Girl? Ghost-Spider may have mentioned me?"

"Ghost-Spider?" Spider Girl's eyes widened in surprise. "You know Ghost-Spider?"

"She's one of the reasons why we are here," Blake said, drawing Spider Girls' attention. "After you got captured, Ghost-Spider let herself get captured to rescue you."

"She's here?!" Spider-Girl shouted.

"Yes, she's here," Blake said. "She was worried that you guys got done in by Kraven. Any friend would've done the same thing."

"I see…" Spider-Girl said. Then she realized that she didn't know her name. "And you are?"

"I'm the Shadow," Blake introduced. "Before you ask, yes, I'm new to the superhero gig."

Spider-Girl raised an eyebrow.

"Not Cat-Girl or Black Cat?"

Blake's eyes narrowed. "I'd rather avoid naming myself after my ears, thank you. Besides, from what I head, Black Cat is already taken."

"Let's just say that she's sensitive around the subject," Doreen told Spider-Girl. She got the message and dropped the subject.

"Anyway, we'd better get out of here," She said as she hefted the bag over her shoulder. Blake had a suspicion that it's made of webbing. "We don't want to be here when the Hunter-Bots show up."

"The what?"

Blake's ears perked up to the sound of machines. From the increasing volume, they were closing in on their position.

"I assume that the ones coming from there are the Hunter-Bots?" Blake asked, pointing to the direction. Out of the bushes and foliage came two robots roughly the same size as Kraven. Their metal chassis is outlined with red with a design similar to Kraven's lion head coat. To complete the similarity, their faces are the same as Kraven's. They all aimed energy rifles at them.

"Run!" Spider-Girl shouted. They quickly ran as they opened fire on them.

"Why are we running?" Doreen asked in between breaths. "We can take those chrome domes!"

"We can't!" Spider-Girl shouted. "I'll explain later! We need to get to somewhere safe!"

"What about the others?" Blake asked. "Spy-D and Spider-Man? Where are they?"

"I and Spy-D came for supplies," Spider-Girl answered. "We got separated so I went to look for him. Then I ran into Tarantula and you know the rest. As for Spider-Man…"

"LOOK OUT! WILD RHINO INCOMING!"

Everyone turned to the direction the voice came from and dodged as a gray behemoth charged towards them. It is a large man in an armored suit. The helmet has two horns fashioned on it. No need to guess who this man is.

"Get off me!" **Aleksei Sytsevich**, AKA Rhino shouted as he tried to buck the person on his back off. They held on for dear life from yellow threads wrapped around the torso. Hanging on for dear life is Spy-D. Like Spider-Girl, his costume is torn at some places, exposing dark skin.

"So, you can kill me?" Spy-D shouted over the bucking. "All for some supplies? Sorry Rhino, no way! Not sorry!"

"Spy-D!" Spider-Girl called.

"Give me a second here!" Spy-D shouted. He pulled himself onto his back and planted his hand on his back. A spark later, then Rhino spasmed as yellow electricity coursed throughout his body. A few moments later, Spy-D ceased his attack and got off him. Rhino stood for a moment, then with a few stumbling steps, he fell to the ground.

"Don't worry, a blast like that would've dazed him," Spy-D said as he walked back to the group. "He'll be out for a while. I later found out that it's more effective on people with genetic alterations."

"What was that?" Doreen asked.

"I call it my venom blast."

"I thought spiders shot webs, not electricity," Blake pointed out.

"I'm a special case," Spy-D said as he grabbed the bag of supplies, he dropped. "Let's get out of here. I spotted some of the hunter-bots on Rhino's tail. Let's get out of here!"

Suddenly, they heard a crash behind them. They turned around to see a Hunter-Bot impaled by a barbed tail. The owner of the said tail is a man in a dark green armored suit with a black underskin suit, with vermillion optic lenses. His hands had three fingers on each hand, two claws on each foot, and a long extensible tail with a stinger. Next to him are the remains of more Hunter-Bots.

"Macdonald 'Mac' Gargan," Doreen read his card. "Also known as the Scorpion."

"Scorpion!" Spy-D shouted with vehemence, much to the surprise of Doreen and Blake. "Do you realize what you have done?"

"It's called survival Spy-D," Scorpion retorted. "There's only one way of getting out of here and it's either us or them. You chose them."

Scorpions tail coiled behind him. The heroes got into fighting stances as he launched himself thirty feet into the air. He came down at them hard, tail poised to strike. But before he got close to them, he was suddenly yanked back. All eyes see a string of web attached to the bulbous stinger on his tail. As the Scorpion is slammed to a tree, a voice spoke.

"Miss me?"

Scorpion glared at Ghost-Spider as she held the string of webbing. Her costume is scuffed in the dirt, but she looked okay. She was glaring at the supervillain. "I know that it's been a short while that you tried to kill me, but I figured we bonded. Being in the same animal kingdom and all."

Scorpion roared and grabbed the web string and yanked her towards him. As she approached, he swiped a clawed hand at her to which she dodged with a backflip.

"Guess not." She said as she aimed her arms at him in midair. She fired twin streams of webbing at him. They wrapped around him, pinning his arms. But with a grunt of effort, he broke free of them and aimed his stinger at her. His stinger glowed blue as it fired a blast of electricity. Ghost Spider leaped and twisted to avoid the blasts as they scorched the grass.

"You can shoot lightning bolts now?" Ghost-Spider said. "I'm shocked that you aren't using acid! You know, like an actual scorpion? Although that gives me a bolt of brilliance! Hah! I'm so full of these!"

The onlookers watched as she fought against the scorpion. Blake was groaning at the quips that she was making.

"She reminds me of Ignite," Blake said. "Is she always like this?"

"Try dealing with two of them," Spider-Girl commented.

"Oh, come on," Doreen said. "Her puns aren't that bad!"

Ghost Spider dodged another blast and slingshot herself into the air. Scorpion looked up with a confident smirk and aimed his tail at her. As his tail charged up another blast, Ghost-Spider shifted her position and dived towards him. Just before she landed, she grabbed a hold of his tail and aimed it towards him. Too late to change his aim, the tail proceeded to fire an electric blast into him. The Scorpion spasmed and fell unconscious. Ghost Spider stood in triumph.

"Did you know that in some cases, the spider wins against the scorpion?" Ghost Spider asked as she clapped the dirt off her hands. "I believe this is one of them."

"Ghost Spider!" Gwen turned to see her friends.

"Spy-D! Spider-Girl!" Gwen rushed over to her fellow spiders. "Thank god you are alright! I was worried that Kraven—"

"Excuse me?" Doreen asked with her hands on her hips. "Don't you have anything to say to us?"

"Squirrel Girl?" Ghost Spider blinked. "And…who are you?"

She directed the last part at Blake.

"The Shadow," Blake introduced. "We didn't get to meet yesterday, but I and my friends saw you took out Mr. Negative."

"Mr. Negative?" Gwen became perplexed until it was replaced with realization. "Wait…I remember. You were one of those—"

"Don't change the subject!" Doreen marched up to Ghost Spider and glared straight into her eyes, making her flinch. "Do you know how worried we've been for the past few weeks?! What possessed you to go after Kraven without us?! And don't even think about using the 'I didn't want to endanger you' excuse! It's really old! It's really, REALLY old unless you are an old lady!"

"Well…I…uh…" Gwen stammered. Then her shoulders slumped as she hanged her head in resignation with a sigh. "I'm sorry Squirrel Girl."

"You're not getting off that easy! Wait till the others show up!"

"I hate to interrupt your little reunion," Spider-Girl shouted. "But we got to go! Those Hunter-bots are right behind us!"

"Right!" Gwen shouted. "Let's get out of here!"

"What about them?" Blake pointed at the unconscious forms of the two supervillains. Spy-D answered by sending out energy threads that wrapped around them. With tremendous effort, he lifted them into the air. Ghost Spider and Spider-Girl fired web blasts at them and restrained them to trees.

"I'm hitting the gym after this," Spy-D groaned, rubbing his arms. Together, they ran. In the spider's case, they fired streams of webbing and swung through the forest. Blake used her weighted ribbon to swing as well. Doreen leaped after them.

"Hold on a sec!" Gwen shouted as they traveled. "Where's Spidey? And to avoid confusion, I mean Spider-Man! I thought he'd be with you guys!"

Spy-D and Spider-Girl looked at each other.

"Well, right about now he's…"

* * *

"…trapped in a cell by a crazed hunter."

Peter Parker AKA Spider-Man is in a pickle. After getting an SOS from Black Cat, he went to investigate. In the process, he got captured by Kraven to take part in this sick game of his. Then he had the luxury of running into a swarm of Vermin. The next moment, he is in a cell with a shackle around his neck.

"I've lost count of how long we've been here," Dr. Curt Connors said. He stood wearing only purple shorts. Unlike the web-slinger, he was not shackled. To the rest of the world, he was known as The Lizard. He is in human form thanks to the inhibitor chip implanted on his neck.

"You reckon we should ask for a clock?" Peter asked. "Or is the answer the same as when I asked for a shower and a change of clothing?"

"I see your sense of humor hasn't diminished during our imprisonment," Connors commented with a chuckle.

"What can I say? It's not every day we get trapped in a cage."

Then the atmosphere became depressed as they remembered their situation. With his spider strength, Peter could easily remove the shackle, but Kraven had it so that it will explode if it was tampered with. While in human form, Connors can't do anything much.

"Do you think that he's alright?"

"I saw Black Cat with him," Spider-Man said. "They'll be alright."

His son, William Connors. He killed him when he became the Lizard. When his son was resurrected, it brought him joy. They had been living underground for a while, making sure to stay away from the surface. But his son disobeyed him and went, thus getting captured in the process. Felicia, AKA Black Cat, managed to get him away from Kraven thanks to his spider friends. But every so now, Kraven will show up to try and kill them. It was only thanks to Felicia's bad luck powers that they were able to escape him. But they knew that it was only a matter of time before Kraven caught up with them. The worst part is that their cell has a television screen that's always on.

"But for how long?" Connors asked, staring at the screen. "Every day, Kraven tortures us with that man hunting them. Every time he comes close…"

"That won't happen," Peter declared firmly. He stood up, the shackle clanging. "I promise Dr. Connors, we are going to get out of here. If only we could get this off without blowing me up."

"About that," Connor said. "I may have an idea to get us out of here."

"What?"

"You're going to have to trust me on this…"

Before he could continue, the intercom came to life.

_"Are you enjoying yourselves? I hope that you've been helping yourselves to the food I've been giving you."_

They knew that voice anywhere. It was from the same man keeping them prisoner for nearly a month if they are correct.

"Kraven!" Peter called out in faux joy. "We've missed you, buddy! Quick question, do you think you can change the channel to where we can see your butt get kicked?"

_"You haven't dropped your witty tongue Spider_," Kraven spoke. _"I came because I have some news to share. If you look to the screen, you might find another surprise waiting for you."_

Spider-Man looked to the screen. His eyes were wide when he saw his friends engaged with criminals and Hunter-Bots. He saw two others with them, Squirrel Girl and another he didn't recognize. But what got his attention was that Gwen is smacking around Scorpion by the tail. That means she's here too.

"Ghost-Spider…" Spider-Man whispered. "Not you too…"

"_There is only one way to stop me Spider,"_ Kraven said over the intercom. _"All you have to do is submit to the beast. That is when you'll be stronger."_

With that, the feed went dead. There was only one reason that Kraven had put them here. It was to make them see them die. All of their loved ones.

* * *

"Alright," Gwen said. "Give it to us straight. What happened with you guys?"

The heroes sat within the treetops on a web. Before Gwen arrived, the spiders had already set this up during their captivity. Despite the resemblance, none of the Hunter-Bots have Kravens tracking abilities. He knows the one thing most people do: lookup. It was how they managed to avoid the Hunter-Bots for so long. After they rested and ate, they got down to business and told them everything that happened in their month of captivity.

Doreen had taken the liberty of laying out the cards of the captured people.

"Are these things accurate?" Spy-D asked as he examined one with the title _White Rabbit_. "How does the artist know these things?"

"Beats me," Doreen shrugged. "Anyway, are we going to talk about what happened to you guys?"

"Of course, Spider-Girl?"

Spider-Girl cleared her throat.

"When animal-themed criminals started vanishing, we went to investigate," Spider-Girl began. "It was supposed to be the two of us, but Spider-Man insisted on coming despite not feeling well."

"He was sick?" Blake asked. "Why didn't he take a break?"

"That's because he's Spider-Man," Gwen answered with the hint of a smile beneath her mask. "Nothing will keep him down as long as someone needs his help. Didn't he learn after what happened last time?"

"Apparently, he did not," Spider-Girl groaned. "Anyway, he got an SOS from a friend and went to go help. After that, we lost contact with him. History repeats itself."

"Kraven got to him," Blake guessed. "What happened last time?"

"Long story," Spider-Girl said. "As for your previous comment, yes and no. But we'll get to that later. After he went missing, we began looking for him. Then we got captured."

"When we came to, we found ourselves in Central Park," Spy-D explained. "We reunited with Spider-Man and the other guys he caught. To prevent us from escaping, Kraven set up a forcefield, making it easy for everybody..."

"…To kill each other," Blake finished. This reminded her of a book she read. The plot is that the main character is one of twelve tributes sent to fight to the death for scraps of food. "But wait, how did anybody not notice this?"

"It's called hiding in plain sight," Spider-Girl replied. "That or he has concealment tech covering the place."

"Great. How did he get all of this technology?"

"From what I guess, connections," Spider-Girl snorted. "To whoever has a sick mind like Kraven. Someone with a high intellect judging by the technology at their disposal."

"Why is he doing this? Why would he kidnap you?"

"It's because he believes that we disrespect the beast we represent," Spy-D said sardonically. He pointed to the spider on his chest. "Because we don't act like animals, we're being hunted like animals. He sees us as unworthy to be the animals we represent. To punish us, he got a lot of millionaire hunter wannabes to participate with the latest hunting technology he acquired."

"The Hunter-Bots," Blake surmised. "Kraven's party guests are operating those robots."

"We did some digging," Spy-D said. "We found out that if any of them get destroyed, the guys on Kraven's party list hit the bucket."

"So that's why you didn't want us to destroy them," Doreen said with a shudder with Blake mirroring her. They felt glad that they listened to the warning. The last thing they want is someone's death on their hands. "But why would Kraven want his hunters killed?"

"He calls it 'penance' for the hunting they did," Spider-Girl said with a snort. "That and he believes that they are unworthy to become hunters. Considering that he also hunted animals, I find it hypocritical."

"No arguments about that," Blake growled. "What happened next?"

"Spider-Man went to confront Kraven," Spider-Girl said. "He told us to get the other guys to stop destroying the Hunter-Bots. Easier said than done thanks to Vulture."

"Adrian Toomes?" Blake asked. She picked up the Vultures card. Former electronics engineer that utilizes high-tech artificial wings to fly at very high speeds and commit crimes. He had a beak-like mouthpiece that helped earn his namesake. He served as one of Spider-Man's deadliest foes.

"He got this idea that to get out of here we have to destroy a lot of Hunter-Bots," Spy-D said grimly. He tapped five more cards. "The top dogs of the Vultures army are called the Savage Six. Kind of like the Sinister Six, but a little more aggressive in killing. Rhino, Tarantula, Stegron the Dinosaur Man, King Cobra, and Scorpion. Thanks to them, a lot of people have died. Hunters and Hunted."

"Damn," Blake cursed as she read them through.

Aleksei used to be an enforcer for the Russian mob. Seduced by promises of wealth and power, he volunteered for an experimental combat suit. The result is that the suit is grafted to his skin, modeled after the hide after the rhinoceros. The suit provided enhanced strength and durability, and the horns are an effective weapon should he charge.

Tarantula, otherwise known as Anton Miguel Rodriquez, was a revolutionary in the South American country of Devaldia. His actions reminded Blake of Adam Taurus, especially when he was expelled for murdering a security guard in cold blood. The Devaldian government took notice of him and gave him the role of Tarantula, a government-backed costumed agent. He was used against his former allies until his violent streak got the better of him when he killed a guard. Disavowed by the government, he fled South America and began living in New York illegally.

Dr. Vincent Stegron, ironically Stegron the Dinosaur Man, was an assistant to Dr. Curtis Connors on a project for SHIELD that used dinosaur tissue from the Savage Land. Obsessed with the Lizard experiments, he stole the dinosaur extract and fled to the Savage Land. He injected himself with his version of the Connors Formula, with stegosaurus DNA, and turned himself into a Dinosaur man. Thanks to his new abilities, he was able to lead an army of dinosaurs to overrun Brooklyn if Spider-Man hadn't stopped him.

Piet Voorhees became the second King Cobra after his uncle Klaus Voorhees injected him with the same mutagenic serum that gave him his abilities. Like his uncle, Piet became a high-level international mercenary. He has performed operations in Southeast Asia, Bosnia, Central Asia, and Chechnya.

MacDonald "Mac" Gargan, also known as the Scorpion. He became a supervillain by an experiment bankrolled by Jameson. That last bit made Blake dislike the CEO of the Daily Bugle even more. Sadistic and cruel, he has become wanted for multiple accounts of attempted murder, first-degree murder, robbery, and kidnapping. His cybernetic tail has a poisonous stinger like his name's sake. The toxin can be injected or hurled at his victims. Like the others, he is one of Spider-Man's deadliest enemies.

"Vulture has assembled a deadly crew," Doreen whistled.

"We managed to save the hunters by restraining them in places where the Six can't find them. However, I expended my web fluid, so I had to resort to my energy threads."

"Not me," Gwen said. "My web-shooters can trap moisture from the air to create my web fluid. So, you don't have to worry about me running out."

Everyone became silent, mostly from Spy-D and Spider-Girl. Gwen looked at everyone as if she was asked a question she didn't know. "Umm…did I say something wrong?"

"You mean to tell me," Spy-D said slowly. "That you have web-shooters that can produce their webbing and we are stuck using cartridges?"

"Nobody ever asked," Gwen said. "Plus, you have your energy threads. I don't see why you don't use them all the time instead of the web-shooters Spider-Man gave you."

"Did you forget about me?" Spider-Girl asked before an argument could break out. "My webs are bio-organic. But without proper nutrition, they can run dry. Fortunately, Kraven had the brains to send supplies every so often. The trouble is that it incites us to fight for it."

"That sicko…" Blake growled. Then she realized they have yet to ask the obvious question about the fourth spider. "What happened to Spider-Man?"

"Our last contact with him was that he was shouting about running into Vermin and then we heard a shrieking," Spider-Girl said, pointing to the rat villains' card with a shudder. "He was hiding in the sewers when Kraven captured him. He would… let's just say that he lets his animal instincts take over."

Blake nearly gagged at the thought. "Any plans to rescue him?"

"We tried breaking in," Spy-D said. "But we encountered Vermin at the complex Kraven is holding Spider-Man each time. By the way, somebody had the genius idea to clone him several times, which is how Spider-Man got overwhelmed so easily. Then there's also the fact that Kraven keeps trying to kill us. I swear, it's like he's in two places at once…"

"Wait," Doreen said suddenly as she remembered their fight at the mall. "I completely forgot to mention. We saw two of Kraven before we got captured."

"That's probably the last son of Kraven," Spider-Girl suddenly said.

"The last son of Kraven?" Blake asked.

"That explains why he looked so much like Kraven!" Doreen said with a gasp. Then she frowned. "But I didn't hear anything about him having a son. How did that happen?"

Spy-D turned to Spider-Girl and nodded. Spider-Girl continued the explanation.

"While Spy-D here looked for Spider-Man, I did some investigating of my own. I found Kraven's daughter Anastasia Kravinoff. Though she's claimed to have cast off that name."

"Disowning her father?" Doreen asked. "Why?"

"Because of something he did," Spider-Girl said with distaste. "Because he couldn't bear to have a woman carry on his mantle, he traveled to Wundagore Mountain and forced the High Evolutionary…"

"Here's his card," Doreen whispered to Blake as she passed on a Supervillain Card to her.

"…to create 87 clones of himself. To which he called his sons."

"He cloned himself?"

"Yep. After she disowned him, Kraven took his sons to the Savage Land and trained them everything he knew. Then he sent them out to prove themselves. One however deemed his brothers weak and unworthy. So, he hunted and…" Spider-Girl grimaced. "Presented their skulls to Kraven."

Those words horrified Doreen and Blake.

"So much for brotherly love," Doreen said grimly. "No pun intended."

"He killed his brothers?" Blake exclaimed in disgust.

"They say the most dangerous animal is man," Spider-Girl said darkly. "Kraven admired him for his ruthlessness and declared him his heir. His first mission was to catch Spider-Man for an elaborate plan."

"I take it it's this Great Hunt?"

"Yes," Spy-D said. "We think there is something more to this. Kraven's taken only Spider-Man and Dr. Connors, prisoner. There has to be a plan Kraven has for them."

"We'll find out once we rescue them," Blake said, drawing their attention. "Ghost-Spider, Ms. Marvel said you had a portal device?"

Gwen nodded and held out a wrist.

"I was going to use this to get us out of here," Gwen said. "Turns out Kraven had someone smart enough to prevent that from happening. From what I guess, he had some kind of dimensional disruptor. However," Gwen became conspiratorial. "The good news is that the disruptor doesn't prevent me from opening portals _inside_ of the barrier. That was how I was able to catch up with Scorpion. Meaning we can get to Kraven pass the Vermin clones."

"Good enough for me," Blake tapped the emblem on her suit. It turned from white to black, blending in with the darkness of the night.

"Let's get going."

"Quick question," Spy-D said. "What do we do about the Savage Six? We can't have them wrecking more robots."

"Don't worry, we've got that covered," Blake turned to Doreen. "Right Squirrel Girl?"

"Found a squirrel!" Doreen chirped. "The little guy was hiding in a bird's nest to avoid Kraven when he was cleaning the park up. He'll get the message to them when they get here. As long as we clear the park for his friends. I have a good mind to call him Monkey Joe the Second. I can't call him Junior because they aren't related."

"What happened to the other two?"

"Dead."

"I'm sorry."

"What are you guys talking about?" Spider-Girl asked.

"Let's just say that we took a leaf out of your book Ghost-Spider," Blake said, looking at the spider with a smirk. Gwen looked confused before realizing what she meant. The Faunus couldn't see underneath her mask, but she could tell she was smiling.

"Oh, I think we are going to get along just fine."

* * *

"So, they got all of the supplies," Toomes said. The Savage Six have gathered before their leader.

It had been only been so long since the war for survival. Seeing this, the Vulture had a fortress constructed to keep out the Hunter-Bots while they conduct their plans. They survived this long because he knew what had to be done. What needed to be sacrificed. Like Gibbon.

Yet the spiders keep interfering.

"Yes," Tarantula said. "The Spiders got to the supplies before us. We tried to get them, but they fought us off."

"Spy-D treated me like a rodeo bull!" Rhino shouted. "I couldn't get him off until he shocked me!"

"You're all a bunch of sissies," Scorpion sneered. "At least I managed to take down a spider."

"Easssy for you to sssay," A oranged anthropomorphic stegosaur hissed. "You got your asss handed to you by Ghossst-Ssspider! Oh, wait, wasssn't ssshe the one you beat?"

"You want to take it someplace else?" Scorpion threatened. His stinger hovered above his head. Stegron glared at him as if challenging him.

"Enough, both of you!" Toomes ordered before a fight could breakout. They all fell silent. "Nobody was expecting another spider to show up. Or Ghost Spider for that matter. She's as annoying as the wall-crawler we know."

"So, what do we do now?" Rhino asked.

"While we've made significant progress clearing out the Hunter-Bots, it's clear that the spiders are hindering our efforts," the Vulture declared. "Therefore, we must take them out."

His crew whooped with joy at hearing those words. The chance to take down the people they hated the most once and for all.

"What about the Spider-Man?"

"We'll keep the others alive as hostages," Vulture declared. "We'll use them to draw him out. Once he's gone, we will dispose of them."

Just then, they felt the earth shake. The Savage Six stumbled and almost tripped except for Toomes. Due to prolonged use of his electromagnetic wing harness, he can hover his body even without it.

"What was that?" Rhino called out.

"Feels like an earthquake!" King Cobra called out.

"An earthquake? Here?" Vulture glared at the ground below them. "There was no mention of such a thing!"

* * *

"How much further?!" Yang shouted. Her hands are pressed into her ears to block out the deafening noise.

"We should be underneath the field area of the Planetary Defense Shield!" Riri shouted over the noise. "Just a few meters more and we should be inside!"

"I think my ears are going to burst!" Weiss cried out with her hands pressed to her ears as well.

"That's just how my powers work!" Daisy shouted, keeping her palms facing forward. Waves of seismic energy pulsated against the earth, making bits of rock crumble to dust before them. "If you think that's bad, wait till you hear Screaming Mimi!"

"Who?"

The heroes managed to find where Kraven is keeping his prisoners. Thanks to Squirrel Girl, Tippy-Toe organized several of her friends to track Kraven as he brought their friends to Central Park. Riri and Ruby can build tracers with the same size and shape as the little acorn on Tippy-Toes collar.

According to Riri's scans, Kraven had set up a Planetary Defense Shield which is so strong not even the Hulk or Captain Marvel can break it. She guessed that Kraven had it modified with a cloaking field, which is why nobody picked up on it before. They tried teleporting inside it with Lockjaw, but something was keeping the dog from getting inside. Brute forcing their way in isn't on the table. They were out of options until Jaune pointed something out.

The dome was covering the ground. However, it doesn't reach the ground. Meaning they have an opening.

They left SHIELD and the NYPD to surround the barrier. The heroes quickly got to the New York subway to dig out a tunnel. Dante sparked a flame on his hand to give them light. Thanks to Daisy's powers, the process of digging is hastened. However, the acoustics of the tunnel leave them powerless to the sound of them.

"Won't the city complain about the public property?" Weiss called over the vibrations.

"We'll leave it to Damage Control Snowflake!" Daisy called despite the rumbling. "If I get crap for this anyway, I can just seal it back up. You won't believe how many times public property gets destroyed."

"She's not kidding," America said.

While this was going on, Yang was staring at her robotic hand, which is clenched in a fist with tension. She was worried about Blake, being used as bait to track down a crazy hunter. She didn't want to think about the sick game that man is putting her through.

Yang felt a hand on her shoulder. She turned to see it belonged to Kamala, who is giving her a calming smile.

"I'm worried about them too," Kamala said. "But we have to believe they'll be alright. I don't know Blake as much as you do, but I know Doreen. She's a tough cookie."

Yang nodded, her mouth turning upwards for a small smile. "Blake's tough too. Even before she became my partner, she can handle herself."

"No surprise," Riri said. "She's proven to be quite elusive during our training session yesterday. I do not doubt that Kraven will have trouble with her."

"_But if he doesn't, we can beat him up. Am I right kiddo?"_

Riri sighed. "I wish I had AMI back."

Yang grinned. That was her armor AI, whom despite sounding like Tony it is NOT Tony. When they met him during their training session, she found it hilarious as it was his name. Even his humor reminds them of the industrialist.

"No, he's right. We're going to pound that creep!"

"That's the spirit," Patriot said. Then he called out to his leader. "So, what's the game plan Quake?"

"First we find Ghost-Spider, Squirrel Girl, and Shadow," Daisy called. "Then we go after Kraven. Ironheart, disabling the forcefield will be your priority! Thorn, support her!"

"Understood!" Riri called, her suit synthesizing her voice.

"You can count on me!" Ruby called.

"As for the rest of you, if you see any criminals, you are to apprehend them on sight."

Teams RWBY, minus Blake, and JNPR nodded. Like Blake, they had taken the time to redesign their costumes. Ruby has taken to wearing a full-face mask underneath her hood, blending in with the shadows of her hood. Her silver eyes gazed out.

Weiss had decided to add a skirt and pouch to her costume. On her right thigh is a holster with Myrtenaster in revolver form. On the back of her waist is a pouch to contain ammunition and various other essentials. She decided to keep the domino mask, despite her doubts about concealing her identity.

Yang had opted to add a brown jacket to her costume. Her arm is shifted to have a flame motif at the fist. Around her waist is a bandolier with shotgun slugs. Like Weiss, she kept the domino mask.

Jaune had gone some overall changes. Thanks to Kamala and Doreen's advice, he looked like a knight out of a fantasy game. He added some more armor plating along his body with gold accents. He wore a helmet that left two blue LED eyes.

Pyrrha, likewise had her costume outfitted to be similar to her old huntress clothing. She had her mask fashioned to look like a helmet similar to the spartans of ancient Greece. After a warning by Clint, she added some armor plating to her torso.

Nora, like Weiss, decided to add a skirt. Around her waist is a belt with pouches and several capsules with pulsating with a pink glow. Around her torso is a bandolier with 40mm grenade shells colored pink. Nora decided to change her mask so that it covers her lower face as well.

Ren, because of a bet that he lost, made his costume look more eastern His right arm has a black and pink armguard. He traded his mask for a hooded cowl for better identity concealment. Inspired by the Chinese culture, his attire has magenta intricate designs of dragons. His weapons holstered in green bracelets, ready to be deployed at a moment's notice.

Then, the rock fell apart to expose a hole. They had reached their destination.

"I'll go first," Daisy said as she exited the hole. They waited before following after her. Ruby came out first, immediately seeing the leader of the Secret Warriors standing still.

"Quake?" Ruby called out. "Is something wrong…oh…"

"Finally!" Weiss shouted as she exited the tunnel. "Glad to be out of that tunnel! Wait, why are you just standing…oh…"

"What's going…oh…" Jaune began before he saw what got them perplexed. Staring at them, in surprise, are six men in costumes. The others filed out and stared at the people in front of them.

"Who are these guys?" Nora asked.

"I saw Doreen's cards," Ms. Marvel said. "From the right, it appears to be Rhino, Scorpion, Tarantula, King Cobra, Stegron, and Vulture."

"You got that right!" Scorpion shouted. "Now who the hell are you people?"

"Agent Daisy Johnson," Daisy held out a device that displayed her agent credentials. "Despite being kidnapped by Kraven, you are still wanted criminals. Hands to the ground and we can take you someplace else."

"Wha—S.H.I.E.L.D?!" Stegron shouted. "Why are they here?!"

"From one cage to another," Vulture said sardonically. He turned to his crew. "What will it be comrades? Do we allow ourselves to be taken in by S.H.I.E.L.D and back to prison? Or do we stand or fight?"

"I have enough of getting stuck here," Rhino shouted, stomping on the ground. "I'd say we plow through them and use the tunnel to escape!"

"For once, I agree with the Rhino," Scorpion said. "Let's waste them!"

"So much for peaceful surrenders," Patriot groaned as he readied his shield.

"Don't they realize they are outnumbered?" Weiss asked.

"Did you forget, Snowflake?" Pyrrha asked her. "Sometimes, the number of people doesn't determine the outcome of a fight. It all comes down to skill and the mind."

"That and I know that these are some of the deadliest enemies Spider-Man ever encountered," Ms. Marvel said. "I know that for a fact."

"Savage Six! Attack!" Vulture cried out.

"I think we know the drill!" Daisy said as her hands began vibrating. "Take them down!"

The Secret Warriors and Remnatians charged at the Savage Six.

Vulture took to the sky as Riri provided air support. She fired repulsor blasts at the winged villain. The Vulture ducked and swerved to avoid them. When he gained enough distance, he returned fire with his feathers launching from his wings. Riri's eyes widened and thrust out her forearms. Her arms shifted and fired the micro-impact precision missiles towards the feathers. The moment they made contact, they exploded in a cloud of smoke. It hanged there for a moment before her sensors picked up a fast-moving object towards her.

She didn't have time to react as Vulture clamped a hand on her faceplate. Her HUD flared red as she felt pressure slowly build.

"You didn't think my wings are the only thing, did you?" He asked. "I'm strong enough to crack that armor like a tin can!"

Just before he could do so, he felt his head snap back as an impacting bullet slammed into him. This forced him to let go of his quarry and give Riri some breathing room. Vulture plummeted to the ground before regaining his bearings.

"Who the hell—Arg!" He shot to the air just in time to avoid a jab from Ruby's electrical bo-staff. Ruby looked up as he went as high as he can.

"You okay?" Ruby asked as Riri landed next to her.

"My armor integrity is at eighty-six percent," Riri said as her armor highlighted where she was damaged. "But my systems are still operational."

_"By system, I think you mean me,"_ Not Tony said.

"Good," Ruby said as her form gave off rose petals. "Shall we clip his wings?"

"Definitely."

Meanwhile, Patriot is engaging Tarantula with Weiss. The criminal leaped over the head of Patriot with a hand swiping towards his face. Patriot was able to raise his shield just in time to block the razorblades from the fingertips of his gloves. As he brought his foot towards Weiss, a blade retracting out of his boot. The heiress brought up Myrtenaster in the rapier form to block.

"Watch out for his blades," Shaun warned. "His blades are coated with drugs that can render anyone unconscious. Get cut by one of those and you're finished."

"Good to know," Weiss said as she felt where Tarantula struck her. If it hadn't been for her aura, she did not doubt that she'd be out. All the same, she needs to treat the villain as if he's the biggest threat to her life.

Weiss transformed Myrtenaster into a revolver form and fired several impact bullets at Tarantula. Each of them is boosted by her glyphs so that they slammed into Tarantula before he had time to react. Patriot seized the opportunity and slammed his shield into his temple, knocking him out.

"That was fast," Shaun commented as he walked away from him.

"Well we are on a clock after all," Weiss said, obviously referring to their teammate's survival. Myrtenaster turned back into a revolver. "Which do you prefer? Brute number one or brute number two?"

"Snowflake, you know how much I love a challenge," Shaun said with a smile to which she returned. They darted in different directions to help their teammates.

Quake and Nora are going head to head with Rhino. Quake sent a blast of vibration at him every time he charged. Nora gripped a capsule and felt electricity flow into her, giving her new strength to hammer into the Rhino. Quake then levitated several boulders and threw them at him. They smashed into him and stopped his advance, but they didn't knock him down.

"You puny girls think you can out best me?" Rhino demanded. "I am the Rhino!"

"Yes, we know," Patriot shouted as he came over. "How are you guys holding up."

"They weren't kidding about his hide," Nora said in between pants. "He took my blows like he's a champ."

"He can withstand my blasts," Daisy said. "If I go high, I could disrupt his organs. But that would kill him."

"I wouldn't worry about that," Patriot said. "You see, Snowflake and I have a little idea. Take out the two stooges with one stone."

As he told them the plan with hand signs. Pointing to Weiss and back to where Ms. America, Inferno, and Ren are fighting Stegron. Dante is firing a blast of flames at him, content to not hold back as Stegron is cold-blooded and durable. Ren is firing bullets into his face, blinding him enough to let Ms. America punch him in the torso to send him flying.

"Hey!" They all turned back to Rhino as they got on all fours. "Get ready to be crushed!"

"You girls ready?"

"You bet," Nora said with a maniacal smile.

"Charge!" Rhino shouts as he barreled towards them. Shaun threw his shield where it transformed into drone mode. It hovered for a moment and headed straight towards Rhino.

"Hey, Knighthood!" Nora called to where her leader is fighting Scorpion with Ms. Marvel and Invincible Girl. "Can yours do that?"

"What?" Jaune asked. He looked over to Patriots drone. "No!"

Then the drone beeped as it fired a missile straight into the face of Rhino. He let out a holler as he grabbed his face to rub it.

"Can yours do that?"

"NO!

Below his feet are a series of glyphs. The second that he stepped on them, he was sliding, unable to stop. Right to where their friends are still fighting with Stegron.

"Miss America!" Quake shouted as Nora grabbed another capsule and absorbed its electricity. "On your six!"

Together, she and Nora provided Rhino more momentum. Nora with her hammer and Daisy with her vibrational blasts. This push propelled Rhino faster than he had ever gone. Miss America noticed just in time and grabbed Ren and Dante.

"Hold on to your seats!" She cried as she took off into the air. Stegrons eyes followed them before hearing Rhino's cries. Behind him, another row of Glyphs formed.

"Look out!"

Stegron looked baffled as Rhino crashed into him. This sent the two powerhouses sliding to the wall of the barrier. Conveniently, their head smashed into the wall. They laid there unmoving.

"Ten glyphs in a row," Weiss declared as the others convened on her. She fist-pumped. "New record!"

"Give me a second," Daisy said as she lifted her hands. A few rumbles later, the two behemoths are submerged into granulated earth, like quicksand, heads above. The quicksand solidified, preventing them from moving.

"That takes care of that," Daisy said, clapping her hands. "Don't celebrate just yet. Three down, three more to go. I wonder if the others are having trouble."

Back at the fight between Jaune, Pyrrha, Kamala, and the Scorpion are going well. Every time he tried to strike with his stinger, it missed its target and buried into the ground. This provided them with an opening for Jaune to slash at him with his sword or Kamala to pound him with oversized fists. When he pulled back, he fired blasts of electricity at them, but somehow, they keep missing. His armor is cracking at where they are striking him.

Out of the corner of his eye, he noticed that his stinger is glowing black. His eyes turned to see the spartan looking girls' hands glowing black as well. He realized that she was the only one who isn't attacking. It then clicked in his brain.

"It's you!" He pointed to the Invincible Girl. "You're the one screwing up my aim!"

He smiled at her surprised look.

"I'm not as stupid as you think I am. Back before I got the suit, I used to be a private detective."

"So why did you quit?" Jaune asked.

"Let's just say that this life is more suited for me," Scorpion said in a suave tone that made them sick. Then he suddenly smiled. "But you didn't think that my tail is the only trick I have up my sleeve?"

As he said this, he grabbed a tree trunk nearest to them. To their astonishment, he uprooted the tree with no problem. He brought it down on them like a bat. Ms. Marvel was smacked to the other side.

"Did you?"

They all moved to the side as he swept at them. Prioritizing her first, he brought his makeshift weapon upon her. Pyrrha gritted her teeth as her powers don't affect wood. She rolled out of the way and transformed Milo into a whip form. She brought it down on the tree, slicing it into separate sections. Scorpion threw what's left aside and sped in front of Pyrrha and stabbed at her with his tail. Pyrrha used her semblance to direct the stinger to her shield.

"Don't think the same trick will work on me twice," Scorpion shouted as he reached a claw out and grabbed her by the head. Despite her struggles, she couldn't get out as he got ready to sting her.

"Invincible Girl!" Jane shouted as he charged at him. He combined his sword and shield and formed a claymore. He brought it down upon Scorpion, who threw her just in time to catch it in his hands. Jaune struggled to free it, but Scorpion wouldn't let go.

"Nice knife!" He commented. "But my strength was enough to overpower Spider-Man. You are pretty weak in comparison."

His stinger lifted and glowed an acidic green.

A few seconds ago, Kamala and Pyrrha are catching her break. Now that he's caught on to their strategy, they'll have to figure out a new one. They only have a few seconds before Scorpion skewers Jaune.

"We have to help him," Pyrrha said. She made to move but Kamala blocked her with a large hand.

"We won't be able to get there in time," Kamala said.

"Then what do we do?"

Kamala didn't know what to say until she was drawn to the sounds of battle overhead. She looked up to see Ruby and Riri still fighting the Vulture. Ruby would appear and stab at the villain with her bo-staff, but the Vulture will twist out of the way. Riri wasn't having much luck either.

That gave Kamala and idea.

"Get his tail again," Kamala told Pyrrha before turning back to the sky. "Hey, Thorn! You look like you have trouble! Want to trade?"

Ruby looked down and saw Scorpion. Kamala can tell she knew what she was thinking of and she smiled. "Sure!"

"Time to embiggen!" Kamala shouted as she let her body grow. As she grew, Ruby sped down to the ground as a red blur. Pyrrha had already grabbed Scorpions' tail and is holding him back. The villain was putting up a struggle. Ruby's bo-staff transformed back into its scythe configuration. The moment she landed near Scorpion is when Ruby proceeded to slice off the Scorpions stinger. Due to its mechanical nature, there is no screaming in pain as he had lost his greatest weapon.

"Why you little—" He could finish as he found the blade of the scythe around his throat.

"Surrender and get off my friend," Ruby said coldly. "Now."

"Okay, I give."

Scorpion backed off, releasing Jaune. Jaune took the opportunity to bash him in the head with his shield. Scorpion fell to the ground unconscious. Knighthood glared at the unconscious villain.

"That's for trying to hurt my teammate."

Back in the sky, Ironheart is still fighting the Vulture. They exchanged repulsors and flechette feathers at each other. The latter was so focused on his fight with the armored teenager that he didn't notice the growing.

_"I thought you were going to beat the Vulture," _Not Tony said. _"Not play dogfight."_

"I do miss putting you in French mode," Riri shouted. "But your right, let's end this!"

She fired another repulsor blast at Vulture who once again swerved to avoid it. At this time, he noticed the gigantic form of Ms. Marvel, who is bringing both of her hands to trap him on both sides. Quickly, he shot himself into the air before she clapped her hands at the area where he once was.

"Hah!" He jeered. "Did you think that you could trap me!"

"That wasn't a trap!" Riri called out. Her right arm is raised, and a small device ejected out and shot towards where Toomes is headed straight. Before he could change trajectory, the object exploded in a flash of light. He cried out as he is blinded by the light.

"What?"

_"This is what we call a distraction!"_

Vulture screamed as he shook his head to recover his sight. Because he was disoriented, he began to plummet to the earth. Ms. Marvel caught him in between her hands. She held him by the wings as she lowered him down.

"Inferno?" Kamala called. "Care to clip these birds' wings?"

"My pleasure," Dante said as he walked up to the captured villain and gripped a wing in each of his hands. Smoke drifted from his fingers as the feathers caught ablaze. They lasted a few seconds before Dante put them out.

"You ruffians!" The Vulture shrieked. "You have no idea what you have just—"

He couldn't get another word out as Kamala dropped him. While she shrank back to her normal size, Ruby walked up to him. She transformed Crescent Rose into its bo-staff form and proceeded to shock him with the tip. He spasmed before he fell to the ground unconscious.

"Was that necessary?" Inferno asked her.

"I wanted to make sure that it was easy to put the cuffs on," Ruby said as she withdrew a pair of zip tie cuffs. "I've read enough comic books to know that the bad guy tends to get away the moment you take your eyes off them."

"Quite true," Daisy said as she and the others converged. The villains they have defeated have likewise been restrained.

"Hey…" Ruby noticed something. "Where's Ignite?"

Everyone blinked and looked around for Yang.

"Get the hell off me!"

Everybody turned to see Yang struggling against King Cobra. He has his body wrapped around her. Her arms are pinned to her sides. No matter how much she tried to get out, she couldn't get him off her. It seemed the slippery bastard is impossible to hurt physically. Every time she pinched, headbutted, heck even gets a lucky punch out, it felt like she was punching a rubber dummy.

"Let's see you try to break out of my Cobra Grip!" King Cobra shouted as he tightened around Yang. The blonde gritted her teeth as her aura flared. Because he's applying steady pressure, she can't use her semblance. She struggled to get him off her, but his grip was too strong. If things weren't bad enough, she had to duck to avoid his acidic spit. It would be extremely bad if some of it got in her hair.

Time to explore a new option.

"Alright," Yang growled, her eyes turning red. "Don't say you didn't have a chance…!"

From her masks HUD, she scrolled through the options before stopping at a lightning icon. Ember Celica's knuckles and outlines turned blue as it sparked with electricity. She dug her hands into the slithery body of King Cobra and screamed as she used what little energy she has left in her arm from the previous night. Electricity coursed into the snake-themed villain. As soon as he let go, Yang whirled around and proceeded to pummel him with electrically charged fists. True, he may not suffer physical damage, but there was nothing that his power could stop electricity. The more he got shocked, the more dazed and numb he felt. This helped reduced his speed, making it easy for her to land more blows on him. With one final punch, the King Cobra is unconscious. Seeing her quarry down, her eyes returned to normal.

"Alright!" Yang grinned and pumped her fists. "Who else wants some…!"

Yang stopped talking when she noticed the fallen villains and her staring friends. They were all looking at her. She blinked with disbelief and threw her arms up.

"Oh, come on! You guys ended the party already?!"

"Have you been struggling with that guy for the duration of the fight?" Weiss asked. Yang could've sworn she heard a chuckle.

"Were you getting crushed to death by a snake man?" Yang asked heatedly. "Huh?"

"Relax Yang," Daisy said. "Let's all be glad that this fight is over."

Just then, the bushes rustled. A squirrel rushed up to Daisy. Tied around its neck is a roll of paper. Daisy took it and read the contents. What she read made her eyes widen.

"Everyone! If you see a robot, do not and I repeat DO NOT destroy them!"

"Robots?" Ruby asked. "What robots?"

"_I think she's referring to the ones that my scanners are picking up,"_ Not Tony said as the aforementioned robots came into view.

"Why can't we smash them?" Yang asked, putting her fists up. To her surprise, the robots put their weapons down and held their hands up.

"_Oh, thank god you are here!" _One of the robots spoke. _"Please don't hurt us! We surrender!"_

"Huh?

"_Kraven invited us to participate in this," _One of them spoke up. _"We can't back out because these robots are designed to kill us if they are destroyed in any way. Please…we didn't know…"_

"But you wanted to participate in this sick game, didn't you?" Yang snarled. Anger at the short-sightedness began to cloud her mind. She felt a hand on her arm, and she found Ruby looking at her with a stern look. Yang immediately backed down and turned away. Ruby turned to Riri.

"Ironheart, is it possible to deactivate these robots without killing them?" Ruby asked.

"It's possible," Riri said. "But a neural connection is tricky. I'll have to patch in Not Tony into the robot's systems."

"_Please,"_ Not Tony scoffed. _"How tough can these systems be?"_

"We will provide cover to make sure they don't get destroyed," Daisy said as she helped Jaune restrain King Cobra. "First, let's make sure that these guys aren't going anywhere. But try anything, and we will retaliate."

She directed the last part at the Hunter-Bots. The Hunters nodded meekly.

"While you do that, I'll go on ahead and look for Shadow and Squirrel girl," Shaun called out. He threw his shield forward and it transformed into its glider function. "With a little luck, I might find them with Ghost-Spider.

"I'm coming with you," Yang said in a manner that left no room for argument. Patriot nodded as he hops onto his glider. Yang got behind him and held onto. Before he could take off, two brown blurs ran up and jumped onto the glider and ran up their legs. Tippy Toe chirped at Patriot.

"You want to help lead us to your partner?" Patriot asked. Tippy Toe chirped in affirmation.

"Hang on," He said as he surged forward. Their teammates stared after them as they flew over the tree line. Jaune was staring after Patriot before Nora asked him the same question the third time.

"Can yours do that?"

"For the last time and any further repeats Voltage, no," Jaune sighed. He was starting to get defensive about his shield. "But that is the last straw. I'm getting my shield modified."

* * *

A portal opened in the air and deposited the three spiders, Squirrel Girl, and Blake. They landed on the ground with a roll and stood. In front of them is a three-story building surrounded by a brick wall. There is a sign on the brick column that said 'Zoo'.

"This is the place?" Blake asked Spider-Girl and Spy-D.

"Yep," They nodded. Spy-D spoke next. "Considering what he does, it should be no surprise that he picked this place to be his base of operations."

"It never occurred to me," Blake muttered. She looked around. "Where are the Vermin clones?"

"They should've been here the moment we arrived," Spider-Girl said with a frown. "We have the thing ready for them."

"Let's take advantage of their absence while we still can," Spy-D said, moving forward. "I don't want to be here when they come back."

"Not so fast," Doreen held out an arm in front of him. Spy-D looked at her in confusion. "In case you've forgotten, Kraven is THE hunter. He could have a trap waiting for us!"

"Oh yeah," Spy-D stepped back and rubbed the back of his head. "But I have my spider-sense. I can tell if there's going to be a trap."

"We talked about this, Spy-D," Spider-Girl said. "Kraven was able to fool it once and Gwen's isn't exactly reliable. Plus, the rest of us don't have it. Which leaves Shadow to do this."

Everyone turned to Blake.

"Are you sure you want to do this?"

"Move," Blake answered. She combined Gambol Shrouds Katana and Sheathe and formed her HF-Blade. Without another word, she charged forward, prepared to use her semblance if a trap is triggered. So far, none was activated as she neared the house. With a few strokes, the walls came crumbling down in perfect slices, exposing the interiors of the house. With a flourish, Blake sheathed her blade and reverted it into dual wield form. The others, besides Doreen, looked at the display in awe.

"Is that a high-frequency blade?" Spider-Girl asked.

"Yes," Blake nodded. "Now let's go get Spider-Man and end Kravens game before—"

"Guys?" Spy-D said slowly. "My spider-sense is acting up and I think I know why."

He pointed to the house. Inside the darkness of the house, beady eyes glared out. A clawed and furry hand gripped the edge of the floor and pulled into the light a furry creature. Its features are similar to that of a rat complete with a worm tail. Thankfully it was wearing pants. Its front teeth are bared at the heroes below.

"Vermin," Doreen cringed. "He was hiding in the mansion this whole time?"

"Not him," Spider-Girl said. "The correct term would be THEM."

And she is correct as the clones of Vermin emerged from the mansion. They all hissed the same thing.

"Yum."

"I think they think we're dinner," Doreen gulped.

"Remember what to do?" Blake asked, turning her Katana into its gun form while keeping the sheathe in cleaver form. Her eyes are hardened at the horde of rats. Even though they are clones, she isn't going to kill.

"Break their jaws to prevent them from eating us," Gwen said grimly. "In everyone's case but for us spiders. If anyone asks, just say that they didn't give us much choice."

Snarling, one of the Vermin clones crouched down and propelled itself into the air. Its landing is right where Blake is. It was she who raised her pistol and fired the first shots. The force bullets slammed into both its ramus, enough to break its jaw. It cried out in pain as it thrust its clawed hands at her. Blake spun out of the way and slammed the blunt edge of her sheath. The clone crumpled to the ground.

Seeing their brother being beaten, the other clones snarled and charged at them.

"Take them down!" Blake ordered. Together, they charged to meet the rats.

Blake fired force bullets at several approaching clones, aiming for the jaw. Any that got to close met the blunt end of her sheath. Any that tried to bite her only found themselves biting a shadow, which she used to attack in between changing places or reload her pistol. While her aura may take the biting, she didn't want the clones to dogpile on her, which would make her lose aura faster. Whenever it would almost happen, Blake pulled a grenade out and dropped it before disappearing. It exploded in a cloud of riot foam.

Ghost-Spider has cut loose with her expertise in webbing. Thanks to her web-shooters, fired webbing into the mouths of the clones before giving them a beatdown with her spider strength. She even went as far as to create a wrecking ball out of a bunch of clones trapped in webbing. Gwen used it to knock several clones into the air and used web ropes to pull them down and slam them into the ground. Several times she trapped some of them in web netting. To make things even further interesting, she used her portal device to open a portal beneath her to avoid a clone leaping from behind. She reappeared above to deliver a heel drop kick onto its cranium.

"I think your word is rats," Ghost-Spider quipped.

Despite not having any actual webbing on hand, Spy-D was far from helpless. With his spider strength, he made sure to hit the jaw to dislocate it so that he won't be eaten. His punches are infused with the power of his venom blasts. Whatever clone he struck is hit with a jolt of red electricity. The Vermin clones cried out in pain as the red electricity coursed through them. A group of Vermin clones charged at them, and he held his hands forward to project a blast of red electrostatic energy that struck them at once and send them to the ground unmoving. They are still alive, but they won't be getting back up in a while.

"Remember," Spy-D spoke in a low voice. The blast took a lot out of him, but he couldn't afford to go down now. "The first and only reality of the rat. There can only be—"

"You finish that joke, and I will forget that you are not a clone!" Spider-Girl shouted as she threw a clone away from her and into another. She leaped into the air and fired a web blast at a clone's mouth. Placing her hands on the shoulders, she used it to handspring herself into the air again. Firing several more web blasts into clones, she spun in mid-air and landed on her feet to engage the Vermin clones in close combat. Knowing that Vermin can endure large amounts of impact forces, she struck at soft spots like the neck, behind the knee, and in some cases, in between the legs. Thanks to her reflexes, she evaded the claws of Vermin.

Doreen, following Spider Girls' example, went for the soft spots to apply her strength. She utilized her tail to blind the enemy to strike them. She grabbed a Vermin clone by the tail and used him as a flail to either hit an enemy or throw them into the path of a fellow hero where they will finish them off.

"I think we're clear," Doreen shouted as she held a Vermin clone for Spy-D to shock. All around them are the whimpering Vermin clones scattered on the ground.

"Not just yet," Ghost-Spider said. From the mansion, more Vermin clones emerged. "How many of these guys did Kraven clone off of Vermin?"

"Let's hope it's not a lot," Blake said. "I'm below half my aura and almost out of bullets and grenades."

They waited for the Vermin clones to strike. To their surprise, they just stayed there kneeling. Their eyes seemed to be closed.

"What are they doing?" Doreen asked. The others voice their confusion. Then, they heard another sound. When Ghost-Spider heard it, her eyes widened in recognition.

"Squirrel Girl?" She said slowly. "Remember that you can talk to squirrels?"

"Yes?"

"Oh yeah," Spy-D said slowly as he realized what she is getting at. "I forgot that he had that trick."

Blake was about to ask when the sounds came closer. What her faunus eyes saw made them wide. Crawling out of the building and towards them is a pack of rats. A lot of rats. What made her skin crawl is the dogs growling at her.

"Rats," Spy-D cursed.

"Spy-D," Ghost-Spider said, narrowing her eyes. "I already called that joke."

* * *

Peter and Connors watched two separate screens. On one screen, it showed Peter's friends, including the new girl, fighting the Vermin clones. For the first half, they appeared to be winning against them. The next moment, the tables have turned against them when the Vermin brought the unholy alliance of rats and dogs. A single rat or dog taken out is replaced by several more. The other screen showed a woman in a black catsuit and a lizard boy running from a hunter. The same hunter that looks like Kraven has wounded her. They didn't need Kraven taunting them to know what is going to happen.

They are going to die.

"Spider-Man," Curt said calmly as possible. "There's only one way to save them, and my son."

Spider-Man turned to him as he pointed to his inhibitor chip.

"You need to remove this," Connors said. "I promise that I will be in control."

"You can't Connors," Spider-Man protested. "If that gets removed, you won't be able to turn back!

"And what can you do?" He shouted back. "You won't be able to get that collar off without blowing up. But I can do something. I know you feel as I feel watching the people, we care about being hunted like animals. You keep preaching about responsibility Spider-Man, and right now, I am taking responsibility. I'm not going to spend another day waiting for my son to get killed by that lunatic! Please, Spider-Man, help me to save my son!"

Spider-Man's mind froze at Connors's desperation. He knew that if Connors turns into the Lizard again, he will go on a mindless rampage and kill people. Even if he claimed that he will be in control, he cannot take that risk. But he can't let his friends die. He will never forgive himself if he lets that kiddie…

Slowly, he reached out to the inhibitor chip…

* * *

"I'm out of bullets," Blake cried out. Thanks to those dogs, it screwed up her aim when she was trying to take down the Vermin clones coordinating the rats and dogs. She made her escape by getting to high ground, but the rats are impossible to get rid of as they kept climbing to her position. She stood at the top of a tree, where she tried and failed to take out the clones.

The others are lucky as they can climb walls and simply stuck themselves to parts of the house where Blake didn't cut. Blake remedied that by using Gambol Shrouds weighted ribbon form to grapple herself onto the roof, but the rats are starting to climb the walls to get them.

"I'm too tired out from my last venom blast," Spy-D said, shoulders sagging. "I'm starting to hate rats now."

"Same here," Ghost-Spider said. Blake nodded in agreement. Ghost-Spider was fiddling with her device. "I'm going to teleport us somewhere else."

"What about Spider-Man and Kraven?" Doreen asked.

"That's what I mean about somewhere else," Ghost-Spider said. "We're going to be sitting ducks if we stay here. I can already tell that the dogs are getting to Shadow."

Blake hangs her head down. "I'm sorry. It's just…"

"What about the Vermin clones?" Spider-Girl asked. "If we take them out, we can disrupt the pest's coordination."

Before they could utter another word, a new sound reached their ears. It was the sound of a primal roar. The heroes looked at each other and ran to the edge. Below, a green scaly reptile humanoid is thrashing the vermin clones around. It swiped at the Vermin clones with its claws, and even bit one and thrashed it around. A Vermin clone attempted to sneak behind it, but its tail snapped against it, a bone crack can be heard.

"Is that…"

"Yes," Ghost-Spider said slowly as if reliving a memory. "That is the Lizard."

Throwing away the last Vermin clone, the Lizard ran on all fours and into the forest. Thanks to his rampage, the rats and dogs have lost their coordination and have begun to scatter away. The sight of the dogs fleeing settled Blake's nerves. The moment the ground is clear, the heroes jumped down. Spy-D looked in the direction the Lizard fled.

"Shouldn't we go after him?" He asked.

"We'll deal with him later," Ghost-Spider said. "For now, we got to find…Spider-Man!"

"But he could kill someone," Spider-Girl said.

"No really!" Ghost-Spider rushed into the house. "I saw Spider-Man!"

The heroes ran after Ghost-Spider into the darkness of the house. Blake and Doreen took the lead because of their night vision. Spy-D and Spider-Girl followed from behind. Eventually, they found the blue and red-clad hero standing with his back to them.

"Spidey!" Ghost-Spider called out, relief in her voice. "I'm so glad that you are…alright…?"

Her voice trailed off when she saw what was in front of him. On the ground are men in green fatigues and combat gear. On their bodies are slash marks all over. Blake ran forward and checked one of them for a pulse.

"No pulse," Blake said. "They're dead."

"It's all my fault," Spider-Man spoke. Everyone turned to him.

"Spider-Man?"

"This is MY fault," Spider-Man repeated, clenching his hands in anguish. "I released the Lizard. Kraven put an explosive collar on me. It only came off after a few seconds he became the told me that he can control it. But they're all dead. He killed them. He said he could control it! He said—"

"Spidey, calm down," Ghost-Spider gripped his shoulders. "You couldn't have known what would've happened."

"But I've fought him before," Spider-Man argued, taking her hands off him. "I should've expected this to happen. I let him loose. I did this. And now he's on his way to—" His eyes widened "—Oh no—Billy! We have to-!"

"Not an easy sight, is it?"

Everyone turned to where the voice came from and narrowed their eyes at the form of Kraven the Hunter.

"But then," He continued. "Lies are always more beautiful."

"Kraven," Spider-Man growled. "This has gone on long enough. You have to stop this. NOW."

"Only YOU can stop it, Spider," Kraven spoke, moving forward. "And you have taken your first steps. My heart swells with pride. After all…I did not know if you would pass this test."

"Test?" Spider-Man held up his hands and fired a stream of webbing at him. "TEST?! Is that what this is supposed to be? Just another one of your sick games?"

He pulled himself forward to land a knuckle sandwich on the hunter. "Do you know how many people you have killed with this hunt of yours, you psychopath?!"

"Who I have killed is inconsequential," Kraven said, wiping away the blood from his mouth. "Who you would kill is all that matters."

"What do you have to gain from all of this?" Blake demanded, brandishing her weapons. "Satisfaction? Money? Fame? What did these people ever do to you?"

"Do not disrespect me with those vices cat," Kraven spoke, making her flinch. "That's right, I know for a fact that those ears are real. Do you still not see it? I had to punish those who defiled the call of the hunter. The ones who made a mockery of everything I stood for. And those who claimed the skin of animals without the right—without understanding its cost—they too deserved my hand."

"We have our reasons for choosing our animals," Ghost-Spider spoke with her eyes narrowed. "Not all of us agree with your philosophy."

"Then you are just like him," Kraven growled as he took out two knives. "Spider-Man is the worst of them all!"

He charged at them with his knives in a reverse grip. Blake open fired with her pistol, but Kraven easily dodged the force bullets and swiped his knife at her hand before she could use her semblance. Her aura protected her from the damage, but not the pain as she dropped her pistol. Kraven brought his other hand forward in an arc but only succeeded in hitting a shadow. However, his instincts tracked her real body and reversed punched her. As Blake fell to the ground, the others engaged Kraven.

"Wait," Spy-D said as he threw a punch at him, infused with his venom blast energy. "All of this was about Spider-Man? Why did you have to drag everyone else into this?"

"Because he was chosen to be the spider," Kraven yelled out as he dodged a punch and grabbed him by the upper arm and threw him. "The web of fate made it his destiny."

"We don't exactly believe in fate," Spider-Girl said as he tried to punch him, but Kraven beat him to it by hitting her in the head. He turned to Spider-Man

"You are nature's purest predator," Kraven said to him. Ghost-Spider fired a web blast at him, but he dodged and threw a knife at her. It caught on her costume and pinned her to a wall. "Its most nightmarish hunter. Children are known by instinct to fear you the most."

He punched him in the face, causing him to be dazed. This left him open to the knives as it sliced across his back.

"I have gazed in awe at your gifts," He dodged a strike from Spider-Girl and kneed her. "Desired to make them my own." Grabbed Squirrel Girl by the tail and threw her to the side. And I did. After all, all you have ever done is spit in the face of the gods who made you!"

With that, he punched Spider-Man again. He fell to the ground, groaning. He was too weak from being kept in captivity to retaliate.

"He never spat in any face!" Blake argued, drawing his attention. She struggled to stand up. Her aura is red. "I don't think you know this, but everyone has the right to choose how they live! I don't know how he became Spider-Man, but what he chooses to do with his powers is up to him! Not you!"

"Amazing," Kraven spoke over the curled-up hero. "Even you cling to the weakness. To the man inside." He turned to Spider-Man. "I thought my last hunt would be enough to show you, to help you understand. You were born to hunt. To kill. That includes all of you as well."

He directed the last part at all of them.

"No…" Spider-Man groaned as he struggled to get up. "…We are not like you…"

"Aren't you? You all think that killing is wrong. That it makes you evil. And you cannot see beyond these things. That is why when I was reborn, you rejected my please to put me back in the ground."

"Wait," Doreen grunted from the floor. "You were resurrected? When?"

"I tried to appeal to your anger," Kraven ignored her and continued. "Your sense of vengeance at that moment. And that was my error. You were right to deny me. Because the true hunter does not kill out of rage, or cruelty—he is above such things. He does it to maintain the balance in nature. For sustenance. For safety. To thin the herd. All of these, necessary."

As he spoke, Spider-Girl crawled along with the shadows of the ceiling. She tried to get the drop on him, but it was if he had sensed her. He grabbed her and threw slammed her into the ground.

"He hunts and sees his place within the hunt. He honors the animal's sacrifice. There is no sin in this. Only something beautiful and noble!"

A black ribbon wrapped around his waist. Electricity sparked before he is shocked by electricity. Blake held one end of the ribbon, amber eyes glaring at Kraven.

"There is nothing beautiful about murder!" Blake growled. "You have to be insane to think that otherwise!"

"Regardless of what you may think," Kraven grunted as he gripped the ribbon and pulled her towards him. He thrust a palm against her, causing her aura to break. She fell to the ground with a grunt. "This is my calling now. So that I may know rest. So that Kraven can finally die!"

"Wait," Spy-D panted. "You did all of this…as part of your bucket list?"

"Exactly," Kraven answered. "I must show him the necessity of the kill. And, my how quickly he seems to have learned."

"No," Spider-Man felt his mind getting fuzzy. "That's not true…"

"But you did, spider," Kraven continued, gesturing to the other heroes. "You wanted to save them. The ones you care for. So, you made a sacrifice."

"He…Curt…he didn't die!" Spider-Man gripped his head and fell to his knees.

"But he could have. You decided it was worth the chance."

"He told me to!"

"Yes. Because he could see the good in that death. The reward would be greater than the risk. And pushed to your breaking point—so did you."

_Oh god…is Kraven, right?_

"And you knew the dangers of letting the Lizard loose. You considered that as well. So, these guards' lives were forfeit by your decree as well, then."

"No…I'm so sorry…I didn't mean for this to happen…."

A web robe attached itself to Spider-Man. He was pulled towards Ghost-Spider, he shook him by the shoulders.

"Get a hold of yourself Spidey," Gwen cried desperately. "He's messing with your head. There must be something in those knives that are making you—"

_FWOP!_

As quick as her Spider-Sense, a weighted net trapped her against the wall. She tried to get it off, but the weights feel as if they're stuck to the wall. It was like it was designed to withstand her spider strength.

"Don't interfere," Kraven growled. He knelt before Spider-Man. "You should never apologize for things like this. This is what a hunter does. He kills the tiger to save the village. You feel it, don't you? The web around you, the strands pulling you closer to your destiny.

Kraven straightened up.

"If you kill me, my associate will shut down the hunter bots, free the tourists, deactivate the force field and send the drones in to save Billy Connors and Black Cat. Your friends will walk away as well."

"Don't do it spidey," Squirrel Girl said as she struggled to stand up. "You're better than him…"

"You must make the right decision now. End this foolish game where you dress in garish colors and catch the dangers to your kingdom, only to spare them in the end! How many times has it come back to haunt you? How many times has your, escaped prey returned, more vicious and deadly than before? How many lives has it cost already?"

He could feel his voice fading. Peter couldn't think straight at all. He remembered what Gwen had said before. His blades must have been dipped in something but that thought went away as his mind became hazier and hazier. Images flashed before his eyes. Images of the people he loved dead. Aunt May. MJ. Gwen. Miles. Anya. Everyone. He failed them. Just like Uncle Ben.

_This isn't real…_

_But it is real, isn't it? And now you see the truth of the world. Hunters and Hunted. All because you weren't strong enough to protect them…_

"You wanna see strong?!" Peter roared as he threw a punch at Kraven in the face. He didn't hold back. He never had to. Kraven can take every blow of his spider strength. So, he didn't stop. He kept attacking him. The rage, the pain, he wanted him to feel it—

"Peter stop!"

Someone wrapped their arms around his waist. They are joined in by other arms as they restrained him. Some got his arms. He struggled against them as before he lost strength. He looked up and saw his fellow heroes grabbing him. From where Gwen was trapped was hanging remains of the net.

"Is your mind clear you, idiot!" Gwen shouted in anger.

"I—"

"Can't you see that you are already strong?" Gwen interrupted. "You don't need to prove it to us because we've already seen it. You are Spider-Man, the greatest hero that we know."

"But he's right!" Spider-Man argued. "No matter what I do, it's never enough. The monsters keep getting back and it keeps getting worse!"

"And what did you do?" Gwen asked. "You fought against them and prevailed, just like the others. You didn't stop until everybody is saved, no matter what!"

"She's right Spider-Man," Blake cried. She held his other arm. "I know you don't know me, but I read all about you. If you do this, you'll be everything that you hated. Please calm down!"

Spider-Man stared at his fellow heroes than at Kraven, who is still on the ground. He wasn't moving, but he isn't dead. His eyes found the bodies of the guards. The guards that the Lizard…wait…something isn't right.

"Those cuts…" Spider-Man said as he felt the arms around him loosen their grip. He stepped forward to examine the cuts. "I would know if the lizard caused this. I even treated the wounds myself. This was caused by…"

"By a knife?" Anya asked. "You're correct. I knew when I first saw the bodies. The Lizard would have been a bit more savage and sloppier if he did this."

"He wanted you to act out," Spy-D realized. "He was pushing you to your limits so that you do something that you would regret later on."

"Well two can play at that game," Spider-Man said as he grabbed Kraven by the back of his jacket. He dragged him away from the others.

"Spidey?" Doreen called in concern. They followed after him. "What are you going to do to him?"

"Making sure there is a working screen," Spider-Man said without turning his head. "Don't worry, I'm not going to kill him. I just want to show him something."

He arrived at the cell where he was being held.

"Spider," Kraven groaned. "What are you doing?"

"Watch, Kravey," Spider-Man said as he gripped him by the hair and chin. He positioned the head to watch the screen. "I just want you to watch."

The other heroes looked to the screen as well. On the screen is what they assume to be the last son of Kraven fighting a white-haired girl in a black suit. Hiding behind a tree is a reptilian boy. They wanted to go and help them, but something told them to keep watching.

"Pain and violence," Spider-Man spoke. "The powerful devour the weak, right? And as much as I hate to admit it, a lot of the time you are not wrong."

The girl laid on the ground, not moving, a blood spot on her back. The last son turned his attention to the lizard boy and gripped his kukri knife. Blake could feel her knuckles whiten at the sight.

"But I've seen something else," Spider-Man continued, causing her head to snap to the back of his head. "You think the truth is loud. I disagree. In my experience, it's quiet."

The last son's advance is stopped by the tackling form of the Lizard.

"It sneaks up on you."

The Lizard stopped the last son from advancing upon the boy. He fought him tooth and nail as if to keep him away.

"You want me to believe I have to be like you to survive. You wanted all of us to believe. To protect everything, we care about. But you don't understand. That's what we're trying to protect them from. We are more than blood and bone. I learned that from the people who raised me…"

The last son, seeing that he had lost, retreated into the forest. The lizard turned to face the boy. Behind him, the girl had recovered and approached them both. The boy had fallen, but the Lizard picked him up and gave him to her. Then, he turned and ran off.

"…And I see it all the time in the people I love. We weren't meant to just chase and devour each other, constantly looking over our shoulders or searching out some new victim. We're here to help one another. Care for one another. Lift each other up. We give ourselves to other people, no matter what it costs us. Believing that doesn't make us naive, or weaker than you. It's what makes us stronger."

Spider-Man was looking down at Kraven, who had both his hands on the blood and blood dripping from his face.

"Do you see now, you murderous lunatic?" Spider-Man asked. "This is why we'll never be the same."

Everyone stared at him. Blake saw his expression turn from solemn to one who realized the truth of something he never saw before. Then, he did something that neither of them expected him to do.

He laughed.

"HAHAHAHAHAHA."

"What's so funny?" Spider-Man asked.

"I finally—hahaha-understand, don't you see?" He asked in between laughter. "I finally understand."

He pressed a finger to his earpiece.

"It's me. I have new orders for you. Proceed with it anyway and bring it up on the screen. Prison level."

"What are you doing?" Blake asked. Her answer came when she saw various holographic screens pop up. Each of them showed Hunter-Bots attacking animal-themed villains. One showed Her team and the Secret Warriors, trying to disable the Hunter-Bots near them.

_System Shutdown_

That is what they said before they suddenly turned off. From what they are seeing all of the Hunter-Bots are being shut down one by one. Soon, there wasn't a single one active. It was like the hunt is over.

"What," Spider-Man said in disbelief. "What did you just do?"

"Severed the link between hunter and man," Kraven answered. "There will be no more bloodshed in the fields or the ballroom tonight."

"And the force field?"

"Will be down by the time this is over."

"I…" Spider-Man stammered. "I don't get it…"

"You don't need to," Kraven said. "Only know that you have given me a great gift today, Spider. But now you must leave. All of you."

"What?" Spy-D asked incredulously. "After all the shit you did, you expect us to let you go?"

"Why not?" He asked. "I am no longer a threat. Go and rescue the rest of the people I kidnapped and make sure they're safe. That includes the people you love."

"No…"

"I am a man of my word," Kraven said. "I promised spider once, and I kept it for the rest of that life. Do you recall? I will never hunt again. Today, I make that same promise. For this lifetime and all others."

"Hold on…" Spider-Man said. "The last time you said that I left, and you—"

"You beautiful creature," Kraven muttered. "So majestic. Caring even for your deadliest enemies. But remember, my fate is no longer my own. The curse of Kraven still holds. Only the spider can kill me."

Kraven propped himself up and began to walk out of the cell. Before he stepped out, he paused and looked directly at Blake.

"I hope you see the same gift the spider gave me, Shadow," Kraven said. Blake became confused. "I sensed from your anger the hate that has been directed at people with your features. Let what you had seen and heard help guide you and them to a brighter future. A future who shares the same heart as the spider."

With that, he left the cell. The others watched him go, not moving.

"Shouldn't we go after him?" Doreen asked.

"No." Everyone turned to Spider-Man. "Kraven may be a lunatic, but he always keeps his word. Let's get out of here and find the others. We have a lot of work to do."

Everyone nodded. The people who got mixed up in this may have been victims, but they are still criminals. Serious gaming laws have been violated because of this. They proceeded to run out of the cell.

"What did he mean?" Blake asked Spider-Man as they ran. "What did he mean by only the spider can kill him?"

"I guess he's referring to that time when he got resurrected," Spider-Man answered. "It didn't go as intended and he viewed it as a curse. For some reason, he believes that I'm the key to ending his life. Any other ways wouldn't have worked."

"I see," Blake muttered. All this time and all this planning he was trying to end his life. But now that he's no longer hunting, how will he end it? That was a question he had for another time.

"Another question. Is it true that your name is—"

"Shadow!"

"No, my name is not Shadow," Spider-Man joked as Blake heard the sound of a glider. She looked up to see Patriot and Yang descending towards them.

"Ignite!"

"Shadow!"

"Squirrel Girl!"

"Tippy Toe!"

Tippy-Toe chirped and leaped off Patriots' shoulder and into the arms of her partner. As soon as Patriot landed his glider, Yang leaped off and tackle hugged her partner.

"Are you alright?" Yang asked worriedly. "Did he hurt you?"

"I'm alright Ignite," Blake said in between breaths. The hug was suffocating, but she knew her partner was worried about her.

"YOU."

Both remnatians heads jumped at the venom of the voice of Spider-Girl. They turned to see her pointing an accusatory finger at Patriot.

"Hey," Patriot waved. "No hard feelings, right?"

Spider-Girl huffed and pivoted on her heel. Spy-D and Spider-Man looked at him sheepishly.

"Don't worry, she'll only hate you for the rest of your life," Spy-D said.

"Trust us," Spider-Man said.

"So you must be the spider people right?" Yang asked as she approached them. "Name's Ignite. I'm a new hero."

"Glad to see more heroes in this city," Spider-Man said. "I'm your friendly neighborhood—"

"Spider-Man? I can tell," Yang said with a chuckle. "I also know Spy-D, Spider-Girl, and Ghost-Spider. But I don't know why she is hostile towards Patriot."

"Oh yeah," Spider-Man said. "We met him when he was chasing Ghost-Spider for a crime she didn't commit."

"What?" Blake and Yang looked at Patriot and Squirrel Girl for affirmation and they nodded. They looked at Ghost-Spider who shrugged.

"It's a long story," Ghost-Spider said with an awkward smile. "But for now, we should probably—"

"NOOOOO!"

Everyone jumped at the sound. Without thinking, they scrambled into action. The spiders shot threads and pulled themselves into the air. Patriot and Yang rode on his glider. Squirrel Girl leaped up to the roof and began running. Blake swung Gambol Shroud in ribbon form and pulled herself up. They are determined to get to the source of the noise.

They found the source to be in the zoo cages. Signs of battle had taken place as blood and rubble are scattered. They followed it to a hole and on the wall. When they walked through, the found—

"Is that…Kraven?" Yang asked. Her eyes would've turned red at the name, but they remained lilac at the sight before them.

"Is he wearing my costume?" Spider-Man asked, walking closer to the body. It is indeed Kraven. And he is wearing a copy of Spider-Man's costume, minus the mask. However, he isn't moving or breathing. Blood trickled down his face. Despite him being a villain, the lowered their heads in respect as they realized what happened. Spider-Man respectfully closed his eyes.

For Kraven the Hunter is dead.

**[~][~]**

**Another chapter is done. This concludes the two-part saga of Hunters and Hunted. With the death of Kraven and the spiders rescued, what is next for our heroes? Tune in to find out more.**

**I would like to take this opportunity to apologize for the April fool's joke I played. I was busy with personal matters and didn't have time to finish the second part. The chibi is all I could think of. It didn't help with the coronavirus running about. I beg for your forgiveness and I pray for everyone's safety in these troubled times. I made the chapter longer than I intended to make up for it.**

**Well, that's all for now, hope you enjoyed the chapter.**

**Thank you for reading.**


	16. Rest and Resolve

**Remnant's Mightiest Heroes!**

**Chapter 12: Rest and Resolve**

**[~][~]**

_Horizon High, New York_

Ruby is inside her lab at Horizon high, she is working on her latest project. She sat in front of her workbench using a soldering iron and a wire of iron. On her face is a pair of plastic safety glasses.

"There," Ruby whispered as she put down her tools. In front of her is a full-face mask with a breathing apparatus. There are patches of iron where she had soldered the mask back together after making the proper modifications.

"All done," Ruby breathed as she stretched herself out on her chair. The aching from the hours of working went away. She leaned forward and gingerly picked up the mask.

"Now to see if this works as intended," Ruby spoke to herself. "I can bring it to the simulation—"

Ruby is suddenly cut off by a loud noise. She flinched with surprise and nearly dropped the mask. That sounded like an explosion. A few seconds later, the alarm sounded.

_"Attention Students," _Max Modell's voice sounded through the intercom. _"Please evacuate the school in a calm and orderly fashion."_

"Are we under attack?" Ruby asked herself, her voice steady. She remembered hearing of the incidents where the school was under attack by supervillains. Despite being a possible emergency, she can't afford to lose her composure. The training back in Bootcamp pounded that into her head. For a moment, she considered transforming into her superhero persona and whipping out Crescent Rose. But there are other ways that an explosion could've happened. Besides, there are still people she would rather not show her secret identity.

With that in mind, she put down the mask and walked to the door. Unlocking the door, the auto-slide opened it to let smoke in. Ruby brought an arm to her mouth and closed her eyes. If there's another thing aura can't do it is protecting her from the smoke.

Ruby found it ironic that this would be an opportunity to test her mask.

"Time to see if it works," She mumbled, coughing out the smoke. Walking back to her worktable, she picked up the mask and put it on. After securing the straps, she spoke a command.

"Activate heads up display."

Her mask lit up and the HUD came online. Turning around, she walked through the smoke, the mask protecting her from the fumes. As she walked down the hallway to where she thought the smoke is coming from, her mask picked something up. Something that she was expecting.

"At least the heartbeat sensor is working," Ruby said as she hurried to where the blip is coming from. She rounded a corner and found a student slumped up against the wall. Acting quickly, she propped him on her shoulder and lift him off the floor. She walked to the nearest door, opened it, and walked inside. She set the student down and checked on him.

"Are you all right?" Ruby asked. The student lifted his face and she recognized him. Grady Scraps. She met him during her tour of the simulation room. He was fixing a few of the bugs that seemed to be there.

"R-ruby?" Grady asked with a blush. "Is that you? What are you wearing?"

"Something I've been developing for situations like this one," Ruby answered. "What happened?"

"I don't know," Grady stammered. "I was on my way to the cafeteria when the alarm sounded. Next thing I knew, the smoke came flooding out through the halls. I think it came from the Think Tank."

"The Think Tank?" Ruby furrowed her brow. "Okay, I'm going to check to see what's wrong. Stay here until help arrives."

"You? But—"

Ruby didn't wait to let him finish before she exited the maintenance room. She ran down the halls, being careful to avoid using her semblance. She silently thanked the harsh laps they made her take back at Bootcamp. Not that she'd admit aloud.

Finally, she arrived at the Think Tank. The automatic sliding door didn't seem to open at her presence. Something must have been broken. According to her mask, she is picking out two heartbeats trapped inside. Time for a manual override.

Quickly, Ruby walked to where a panel is and opened it. Pulling the lever inside, she heard the mechanisms within the wall as the manual override took effect. Then, the door opened.

Ruby was about to rush in before stopping to avoid colliding with a female backing up. She is a Latina teenager with long brown hair. She wore a blue-long sleeved shirt with a star and beige pants. She carried another person over her shoulder. Brown eyes looked at Ruby with gratitude.

"Thanks," Anya Corazon said. "I was worried that we would be trapped here."

"What happened?"

"I don't know, but we need to get out of here."

"No," Ruby shook her head. "There's no telling what may be destroyed in the fire. Not to mention the smoke flooding the hallways. I'm going to fix the fire suppression system."

"Think you can fix the wiring for the fire suppression system?"

"I might," Ruby said with a determined look. "If it's just the wiring, it wouldn't be my first rodeo."

Anya looked at her and, despite the situation, chuckled. She pointed with her free hand in a direction in the Think Tank. "The manual override is over there. I'm going to get him out of here. If you can't fix it, just get to safety."

"Grady Scraps is here too," Ruby shouted after her. "Please get him out of here as well!"

With that, she carefully walked into the Think Tank. The worktables are on fire. Smoke wafted in front of her as Ruby made her way to where Anya had pointed. She stopped before a flaming box on the wall.

"So much for the manual override on that," Ruby groaned. She glanced up at the ceiling where she knew there were sensors. _Why weren't they working?_

Ruby decided to focus on the task on hand and ruminate later. Spotting a fire extinguisher, she used it to put out the fire on the mechanism. After that, she surveyed the damage. The fire had damaged the wiring, which cut them off from the school's electrical grid.

"Okay, …where's that robot Miles built…"

Her eyes scanned the room before seeing the downed security robot. A beamed had fallen on it and kept it pinned. Ruby walked over to it and searched around until she found the panel to access its battery. Opening it, she carefully extracted the battery and carried it to where she was before.

"I'm sorry…" Ruby apologized to the unmoving robot. It may not be like Penny, but she can't help empathy.

Ruby walked to a table untouched by the flames and grabbed a pair of jump starter cables she knew was there during her previous period.

"Step one is complete," Ruby said. She pressed a finger to a crimson bracelet on her wrist. "Step two…"

Responding to her neurological signals, the Crescent Rose transformed into scythe mode. Gripping it with both hands, Ruby slashed apart the wall, exposing more of the wiring that remains untouched by the flames. Acting quickly, she grabbed one end of the jumper cables and attached the jaws to the protrusions of the battery. Then, she grabbed the other end and attached them to the exposed wires.

With the power coursing from the battery, the fire suppression system came back on.

From the ceiling, nozzles descended and sprayed white foam. The flames sputtered and went out as the foam filled the room. The vents kicked in and sucked in the remaining smoke. Ruby is also covered in the foam, not having moved from her spot since it began. Slowly, she removed her mask and gazed at the foam.

"Mental note. Make some fire suppression grenades."

* * *

_A few minutes later…_

"Any idea on what happened?"

Ruby sat in the cafeteria with Anya sitting across from her. After Max let them back into the school, the Think Tank had been closed off until it has been repaired. To her right sat a dark-skinned boy with close shaved hair. He wore a gray hoodie and jeans.

"We think it may have been a malfunction with one of the experiments," Miles Morales said. "Not sure if we can find out which one with everything destroyed by the fire."

Anya growled. "I was working on my new scrambler too! Now I have to start all over again!"

"You're not the only one, I had a project there too," Ruby said in sympathy. "So how did the fire suppression system malfunction?"

Ruby and her classmates sat in the cafeteria. After the fire had been resolved, Max closed off the Think Tank until further notice. It was already lunch break anyway.

"We're looking into that now," Miles answered. "Probably some kind of technical malfunction."

"Or some kind of mistake in the maintenance," Anya palmed her head with a sigh. "I knew that we should've double-checked the wiring!"

"Don't be so hard on yourselves," Ruby soothed. "You guys are still recovering from your _hunting _trip."

"Don't remind me," Anya said. "I'd rather forget that time."

It certainly was no secret to her that the three of them are superheroes. More accurately, two of the spider heroes that she and her friends liberated along with the capture villains. She certainly put two and two together when she met them the first time. Since then, she counted them as her new friends.

As for Kraven, it had been a week since that time, and it had already moved onto October. According to Daisy, a private funeral had been held for Kraven and attended by his son. Strangely, nobody seemed to take the opportunity to arrest him. Ruby figured it was out of respect for the dead.

"So, are you guys finished with your _make up _work?" Ruby asked. As punishment for their unexcused absence, Max gave the spiders until the end of the week to turn in an essay on why they shouldn't do that again. Ten pages and single-spaced each.

"Finished my essay this morning," Anya answered. She was rubbing her hands. "I'm never going to be touching a keyboard for a while."

"Same here," Miles groaned as he leans back in his seat. "On a brighter note, we have plenty of time to plan the Halloween Party near the end of the month."

"Halloween?" Ruby perked up. She read online that it's a holiday where you dress up in costumes and go out to people's houses to get candy. Sometimes, if you fail to give candy, you will be pranked. "You guys are planning a Halloween party?"

"Yep," Miles said with a pop. "Like we do every year at Horizon High."

"Alright if I help out?" Ruby offered with enthusiasm. "I could take a load off your shoulders. I also have a few ideas for decorations I would like to try out. I recently have taken an interest in robotics class."

"Really?" Miles said with a raised eyebrow. "Then maybe you can fix my security bot? You know the one that got destroyed in the fire?"

"Sure," Ruby said with a small chuckle. "It's the least I can do after ripping out its battery."

"We also appreciate the help for the party," Anya said with a smile. "I and Gwen are in charge of making sure the food gets to the party. You'll have to consult Miles and Peter for the decorations."

"Someone say my name?"

The three of them are joined by a fourth party. He is a teenager wearing a red hoodie and jeans. His brown hair is a mess and there are bags under his eyes. He set his book bag down and pulled up a seat to sit down.

"Speak his name and he shall appear," Miles said with a smile. "How are you doing Peter?"

"Not so fine," Peter Parker said as he rubbed a spot. "What did I miss?"

"You just missed the fire that nearly destroyed the Think Tank," Anya said with a scowl. "Ruby managed to fix the fire suppression systems."

"Really?" Peter looked at Ruby with amazement. "That's cool! A week into Horizon and you've already become a legend."

"Oh, stop it," Ruby said, waving a hand. She had met Peter when he appeared back at school with the other two. She also knew for a fact that she is sitting next to the Spider-Man. THE Spider-Man. A famous hero that is not only her age but attending her school. Her inner fangirl is gushing.

"So, where were you?" Anya asked. "Max was going to add more to your workload if you keep showing up late."

"Don't remind me," Peter said as he hung his head. "I have enough on my work palate as it is. As for why I am late, I'd rather not talk about it."

"Would it happen to involve the latest YouTube video now trending?"

Everyone turned to see a grinning girl about their age standing at their table. She wore a shirt with a pink spider symbol that exposed her shoulders held by black straps, a necklace, black shorts held by a black belt, a magenta plaid sweater around her waist, and black knee-high boots. Her blonde hair is dyed pink at the tips. In her hand is a smartphone that showed a video.

"Which is getting a million hits if I may add."

"Really, Gwen?" Peter groaned as he covered his head with his arms. The others leaned forward to get a look. On the screen, it showed Spider-Man sliding down the street on his butt. Following him is a man in a grey and yellow outlined costume. They were both screaming as they crashed into an assortment of objects. Trash cans, stacks of newspaper, angry cats, and sometimes people. Eventually, Spider-man and what Ruby guessed to be a villain went out of range of the camera's view. Though their screaming can still be heard.

"That's got to hurt Pete," Miles said despite his attempts to stifle chuckles. Anya was having better luck. "On a brighter note, 'Spider-Man Slips Up' managed to get your good side."

"Easy for you to say," Peter grumbled.

"So, who was that guy you—I mean, Spider-Man was fighting?" Ruby said, managing to correct herself just in time as a student passed by. Peter flashed her a look to which she shrugged an apology.

"Jalome Beacher, also known as Slyde," Peter answered with a groan as the memory came back. Gwen chuckled at his misery and pulled up a seat. "Used to be an employee for Beemont Chemicals Corporation until he got fired from the company unfairly. As his name implies, his costume is covered in a substance that eliminates friction between it and other surfaces. That also means that Spider-Man's webbing can't catch him. That makes him the most slippery villain ever."

"Hence the name," Ruby guessed. "But wait, if his costume is covered in the substance, then how is he able to get around? Wouldn't he just keep slipping?"

"The palm areas of his gloves," Peter said, pointing into his palm for emphasis. "They are made of regular material so that he can grab the ground to stop himself.

"Correct," Peter nodded. "He had a new trick up his sleeve. He had a grenade that coats anyone with the same substance. Thanks to him, I've been sliding around New York for an hour. I had to lure him to a construction site to finally catch him."

"At least you got a free skating lesson," Gwen said with a joking grin. Everyone at their table shared a laugh at the joke she made. Even Peter is laughing.

"Good one Gwen," Peter said with a smile.

"I aim to please Peter," Gwen said, returning the smile. She proceeded to eat the food on her tray.

"So, Gwen," Ruby said nervously as she is talking to Ghost-Spider. "Did you finish your make up work? Anya told me that you and she are organizing the decorations of the Halloween party."

"All finished up yesterday," Gwen said as she poked a salad with her fork. "Another piece of good news is that I'm finally ungrounded. That means I'm free as a bird."

"Did your father have to ground you?" Ruby asked with a slight arching of her eyes. "I mean, you weren't gone like Peter, Miles, and Anya."

"That doesn't excuse my behavior during that time," Gwen said with a frown. "The fact that I _disappeared _for a day was the final straw. Besides, I don't want to imagine the worst when he learns about my extracurricular activities."

Everyone felt her dejection when she said that. During that night, when Captain George Stacy of the NYPD arrived to take in low-level prisoners, Gwen took off without a word. It wasn't until Daisy told them that Captain Stacy has a strong dislike for Gwen's alter ego. Ever since she got blamed for a murder she didn't commit; he was dedicated to hunting her down. Even when she was cleared, he still abhors her. Ruby could understand why Gwen gets clammed up whenever he's involved. She didn't want to disappoint him by making the tough decision between his job and her.

"I'm sorry," Ruby apologized.

"It's alright," Gwen waved, but Ruby could tell otherwise. "So, I heard that you fixed the fire suppression system?"

"With a new mask I might add," Peter added, going along with the change of subject. "Grady told me when I was helping him with some work. Said it was something that you are working for a situation like that."

All eyes shifted to Ruby, who fidgeted in her seat. She hated being the center of attention. "Yeah…thought I'm going to have to give the credit to someone else. I got the idea from a video game after all."

"Holograms were in a videogame and they weren't suing us," Miles said. "So, what does the mask do?"

"Well, the mask does what it was originally supposed to do," Ruby began. "Protect the respiratory system from smoke and hazard. But I modified it to detect heartbeats."

"Heartbeats?"

"Yeah," Ruby nodded. "It's still unfinished, but I wanted to make sure that was working first before moving on to anything else. You won't believe the trial and error I had to go through to make sure it was working."

"But it worked in the end didn't it?" Anya asked. "Otherwise you wouldn't have found me. The way I see it, your invention passed with flying colors."

"Thanks," Ruby smiled. "In the game, it was used for military purposes. I thought that it could be used for other things as well. Like saving lives."

"That's a great mindset to have Ruby," Peter said with a smile. "I don't doubt that the fire department and the rest of the emergency services would want that mask."

"Thanks again guys," Ruby said. Then her gaze fell on the clock. "Lunchtime is almost over. Better eat up."

"Yeah," Peter said as he tackled his unfinished lunch. "I still have to finish that essay Max gave us."

"Then there's the party planning," Gwen said as she hurriedly ate her food. "Also, some of the homework that we missed."

"Plus, the lectures," Anya pointed out.

"And our unfinished projects," Miles added.

As they continued to finish their food, Ruby couldn't help but feel bad for them. They have a lot on their plate ever since they got captured by Kraven. Even if it was for noble reasons, it deeply affected their personal lives. She heard it from Kamala that her parents are strict about her studies. It could severely affect them if they can't get their personal lives under control. Being a superhero with a secret identity has its downsides after all.

Then, she got an idea.

"Do you guys have plans after school?"

The four spiders looked at her. Peter is the one who answered.

"I have to run and get a cake for Aunt May. Why?"

"How do you feel about a study group at my place?"

* * *

_Coles Academic High School, New Jersey_

"Despair thy charm, and let the angel whom thou still hast served tell thee, Macduff was from his mother's womb untimely ripped."

Blake and Weiss sat in the library of Coles Academic Highschool studying Shakespeare's Macbeth. They had to admit, Earth has no short of outstanding pieces of writing and art. They've already gotten through the bard's sonnets, Hamlet, and Romeo and Juliet. Despite being fantasy, Weiss nearly cried as she read a tragic love story. Though Blake preferred reading modern novels than the mess of the language.

"I still don't understand how anyone could read this," Blake muttered as she closed the book and reached for _Mockingjay _by Suzanne Collins.

"It was a different time Blake," Weiss argued in a light tone as she wrote notes. "Plus, it doesn't have to be clear for you to understand the story."

"I'll note that when I read the rest of this gibberish," Blake groaned.

"It's not gibberish!"

"This is a library?" Blake pointed out. Weiss jumped and looked around for the librarian. She still remembered the little episode she caused back in the Smithsonian. Seeing none, she sighed in relief.

As they got back to work, Yang walked over from behind a bookshelf with Doreen and Kamala behind her.

"Hey guys," Yang whispered as they took their seats. "I was wondering you where you guys were when I heard Weiss shout. What's up?"

"Blake was insulting Shakespeare's Macbeth," Weiss huffed.

"I didn't insult it," Blake corrected. "I just pointed out that it's gibberish in my own eyes."

"That's exactly what I mean by insulting it," Weiss hissed.

"She's practically right, to be honest," Yang said with a cringe. "I read the first few chapters and I already want to hit myself in the head."

"That's just your brain telling you that it's getting smarter," Doreen said. Yang gave her a playful glare.

"Are you saying that I am dumb?"

"She means no pain no gain," Kamala said. "You know how your muscles ache after exercising? The brain is like that. It changes and gets stronger every time you use it."

"So, you are saying if I read this, I can get more brainpower?" Yang asked. She thought about it for a moment. "I take it back. This is way better than having to listen to Professor Port."

"Is he a teacher from your previous school?" Kamala asked.

"Yep," The three Remnantians said with a small pop. It was Weiss that gave them an explanation.

"He's the teacher for our Grimm studies class. While he is knowledgeable about the subject, and occasionally lets us fight Grimm in the classroom, he tends to spend most of the time telling stories from his youth. It occasionally bored the class so much they fell asleep. Except for me of course."

Kamala and Doreen took the time to register.

"Wow," Doreen simply said. "So, if I had attended classes with Professor Port, I can sleep all day? Sweet!"

"My parents would kill me if that happened," Kamala said. "But at least there's one thing that doesn't get you bored. You get to fight Grimm, right?"

"Yeah," Yang said with a smirk. "That keeps us active during the day until Professor Goodwitch's class."

"Goodwitch?" Kamala asked. "Like the Good witch of the North or South?"

"She's not an actual witch," Blake said. "I've read the Wizard of Oz, and she is much stricter than Glinda the Good Witch. One time, we trashed the cafeteria and she was super pissed. It took Professor Ozpin to calm her down."

At that moment, Yang's scroll buzzed in her pocket. She took it out and read the notice on it. She smirked and put it away.

"What was that?" Kamala asked.

"Text from Ruby," Yang said as she puts her scroll away. "She's bringing some friends over to our place for a study group. She's wondering if you guys want to take part in the study group. If you don't have anything else planned for the day."

"Not a bad idea," Doreen said. "We don't have any team exercises for the day. We've got a day off."

"That can be a good thing," Kamala said. "I'll have to check with my parents though. The study group may be able to sway them though. The sooner I get my studies done, the better my grades would be. With that, I can focus on our other activities."

"I can contact Riri," Doreen said, pulling out her phone. "See if she might be interested. Empire State University is in New York after all."

"Which leaves us free to use Lockjaw then," Weiss gushed while Blake stiffened. Despite knowing the giant dog is friendly, she still has mixed feelings about dogs.

One cool thing about having a teleporting dog is that they can get to school on time. The Avengers gave them a ride on their Quinjet on the first day at Coles academics when they set out to do their global manhunt of the escaped Raft prisoners. Thanks to Lockjaw, they didn't have to take the hour-long drive from New York to New Jersey. It was also how they can get to the Secret Warriors New York base.

"I still don't get why you couldn't attend Mid Town High," Kamala pointed out. "It'd be much better so that you don't have to go all the way to New Jersey to get to school."

"I think the idea was for us to get along with people our age," Weiss pointed out. "Plus, I enjoy exploring what America has to offer."

Just then, the bell rang. It is the signal that break time is over.

"I'll go tell the others," Weiss said as she packed up her things and put them away in her bookbag. "I have a class with them this period anyway."

"Okay," Kamala said as she and Doreen took off. "See you after school. You know where to meet up?"

"Yep," Yang nodded. She was about to go when she heard objects falling to the ground. She turned to see that Blake had dropped her book bag, which opened and scattered her things across the floor.

"Be right there," Blake said as she gathered her fallen things. Yang noticed that some of the books are labeled _Peace Movements_ and _Racial Equality_.

"What'cha got there Blake?" Yang asked.

"Personal project is more like it," Blake answered as she placed the books in her bag and hefted over her shoulder. "Something that I hope will help me with not just the White Fang, but the rest of the Faunus."

Blake leaned in and whispered. "When we get back to Remnant of course"

"Aaah," Yang said with a smirk as they began to walk out of the library. "You are planning on starting a superhero group? One to champion human and Faunus equality?"

"That's not a bad idea," Blake said with a smirk. "I haven't thought about this much until after the mess with Kraven."

Yang's expression darkened. "Seriously? After that maniac almost got you killed?"

"Spider-Man says that he is a man of honor despite everything he's done," Blake said. "You weren't there Yang. You didn't see the person he became when Spider-Man pointed out the fallacies of his philosophy. He became a changed man until his death. He even told me to let what I heard guide my people to a brighter future."

"And that's what made you research racial equality?" Yang asked, her tone lightening up somewhat.

"I'm looking into historical records more like," Blake said. "Martin Luther King, Malcolm X, and even Charles Xavier. Anything I can use as evidence that violence is not always the answer. I'm hoping to make them see and hear the truth of Spider-Man's words that night. That we can help one another, no matter what it costs us. That it's not a weakness, but strength."

"You think you can convince the White Fang to stop what they're doing?" Yang asked.

"Maybe I can't convince Adam to stop what he's doing," Blake admitted. "But maybe I can get the White Fang to stop listening to him. Not just the faunus, but the humans as well. Make them see what he's refusing to see or acknowledge. Humans and Faunus working together. Not tearing at each other's throats."

Yang pondered her words for a moment. Out of the corner of her eyes, Blake then became crestfallen. "I also hope to apologize to my parents. My father was the White Fangs leader before stepping down. When he and my mother left, I called them traitors and left them…"

Despite the holographic headband, Yang could tell that Blake's ears are drooping. "I don't even know if I could face them. After everything, I did to them."

Yang placed a comforting hand on her shoulder.

"You won't get anywhere if you don't try. If it helps, all be right beside you. We'll all be right beside you." Then she grinned. "Besides, after all the stuff we've done so far, I bet that they'll be proud. Being a you-know-what."

"Yep," Blake returned her smile. Then the warning bell rang, making them jump. They are still not in their classroom and they are going to be late. They took off running.

"We should probably get to class!"

"Don't need to tell me twice!

* * *

_Avengers Mansion, New York_

A flash of blue appeared in the foyer of the mansion and vanished. In its place stood the remnantians and two of the Secret Warriors. Behind them stood Lockjaw who is getting pet by a reluctant Blake.

"I still can't believe the Avengers gave you this," Doreen gushed as she took in everything. Tippy Toes squeaked with equal excitement. "We're standing in Avengers Mansion! Can you believe it Kamala?

"We didn't have many options," Jaune pointed out. "Besides, you guys got an underground base. Two as far as I can tell, so who are you complaining?"

"This is the first base of the Avengers, of course, we would be jealous," Kamala said with excitement. "Just being here is an honor! Do you get your rooms?"

"They were empty when we first moved in," Ren said. "It would be pretty weird if we started going through their old things."

"It's a shame the others didn't join us," Pyrrha said.

"America still has a job at the New Jersey Wilsons' Auto," Kamala said. "Shaun is out on an errand, Quake is on a mission from S.H.I.E.L.D, and Dante has a job here at New York."

"Really?" Weiss asked. "What kind of job?"

"He didn't say," Kamala said with a hint of disappointment. "Anyway, I bet the others are waiting. Where do we go?"

"Through here," Yang walked over to the doors to the living room and opened it. They are greeted by the sight of Ruby and three other people in the room. One of them they recognized as Riri, who is chatting with a guy with a red hoodie.

"Oh, hey guys!" Ruby called from the table. "Riri got over here early. Anya is running a little late as she had to get something from her house."

Lockjaw gave a happy bark and teleported to where Ruby is sitting.

"Hey, Lockjaw!" Ruby cried in childish glee. Lockjaw gave a happy bark and licked her face.

"Gwen told me that you had a teleporting dog, but I didn't think it'd be Lockjaw," The guy in the hoodie said as he approached them. He extended a hand to them. "So, you're the other remnantians, right? I'm Peter Parker. I'm one of her classmates at Horizon."

"Pleasure to meet you, Peter," Weiss said as she took his hand. "Weiss Schnee. I take it she told you about our situation?"

"She did," Peter said with a look of sympathy. "I'm sorry for what Kang put you guys through. It must have been rough."

"Trust me, that's only the half of it," Blake said as she stepped forward. "Blake Belladonna. You might remember me from that night with Kraven?"

"Oh, yeah," Peter said nodding. "Shadow, right? A pleasure to meet you without the mask."

"Yang Xiao Long," Yang said. "I'm your classmates' older sister."

"She told me," Peter said with a smile. "Not to mention that she likes my puns better than yours."

"What?" Yang shot her head towards Ruby, who went rigid.

"To be fair, your puns are bad, to begin with. His is better."

"Jaune Arc," Jaune introduced himself to Peter while Yang chewed Ruby out.

"As in Joan of Arc?" Peter teased. "Didn't realize that your planet has a maid of Orleans."

"Yeah, I get the similarity," Jaune rubbed the back of his head. "While I like the story of my namesake, I'm not her. Though, I aspire to be."

"I'm just pulling your leg Jaune," Peter joked. "Of course, I know."

"Nora Valkyrie," Nora giddily shook his hand. Somehow, Peter was able to keep up with her strength and speed.

"The energetic type I see," Peter commented as he finally let go of her hand. "

"Pyrrha Nikos," Pyrrha introduced. "It's a pleasure to meet the famous Spider-Man."

"Famous? That's actually the nicest thing that I heard," Peter admitted. Then he muttered. "The closest I can get is J. Jonah Loudmouth 24/7."

"Lie Ren," Ren said, finishing introductions. Peter then turned to Doreen and Kamala. The Squirrel Girl got right up to his face and Peter had to lean back.

"Uhh…okay…do you mind my personal space?"

"You're Spider-Man?"

"What—no, I uhh…." Peter stammered in denial. Then he gave up and glared at Gwen. She gave a sheepish grin. "What gave it away? The fact that Gwen said my name the night we took down Kraven?"

"Don't worry, your secret identity is safe with me," Doreen pumped an arm. "That's superhero etiquette number one after all."

"Thank you," Peter said gratefully. He focused on Kamala. "Nice to see you again Ms. Marvel."

"You too Spider-Man," Kamala said with a smile.

The way they are familiar with each other took Doreen by surprise. She rounded on her friend. "HOLD ON! You knew who Spider-Man is and YOU DIDN'T TELL ME?"

"Superhero etiquette number one?" Kamala asked with a shrug and a nervous smile.

"Fair enough," Doreen sighed with a huff. "When did you two learn of each other's identities?"

"We met during an undercover operation the Avengers sent me on," Kamala answered. "A few members were captured, and they sent me to investigate a possible A.I.M. base when Peter showed up."

"You had a superhero team-up too?" Doreen cried.

"Advance Idea Mechanics?" Weiss asked, ignoring Doreen. "The same one run by M.O.D.O.K?"

"Yep," Kamala nodded.

"I take it you had an encounter with the head honcho?" Peter asked to which everyone laughed.

"Okay, THAT was a good one," Yang admitted.

"Not exactly, we were still in stasis at the time," Blake said with a shudder. "If the Avengers hadn't shown up, we would've been dissected."

"Thank god for that. You won't believe the depths they would go to for science," An African-American boy said as he approached them. "Miles Morales. Also, a classmate of Ruby's at Horizon."

"Who is also the spider hero known as Spy-D?" Yang asked to which she received a nod. She turned to Peter. "Doesn't that get confusing?"

"It does," Peter admitted. "But Miles wanted something more than Kid Arachnid."

"It was either that or have two people with the name Spider-Man running about," A girl with blonde hair tipped with pink approached them. She extended a hand. "This is the first time we've interacted, right? Gwen Stacy. Sorry I couldn't meet you when I was trying to save my friends."

"It's cool, Ghost-Spider," Yang asked as she shook her hand, to which Gwen nodded. "We saw you take down Mr. Negative a while back. That was badass."

"What can I say?" Gwen asked as she shook the rest of the remnantians hands. "You get what you put out into the world. And he was pretty negative back there."

Yang barked out a laugh and slapped her shoulder. "I think you and I will get along just fine!"

"I can tell," Gwen replied. "So, are we going to stand around and talk? Or are we going to get this study group in session? I already brought some vegan doughnuts if you want some."

"Doughnuts?" Nora cried with stars in her eyes as she dashed forward. "Let me have some!"

"I texted Anya to bring some Krispy Kreme doughnuts in case nobody wants to try vegan," Gwen said as she made her way to the table. "I won't be offended if you guys don't like vegan. Trust me."

She turned and noticed Jaune staring at her. Gwen leaned in.

"Something on my face?" Gwen asked.

"Oh, no!" Jaune waved his hands frantically. "It's just…I'm a huge fan of the songs your band plays."

"Another fan of the Mary Janes?" Gwen asked with a smirk. "Nice to have an alien fan. Which ones are your favorite hits?"

"I like _Born Ready_," Jaune said. "It's right on top of Luna Snows _I Really Wanna_."

"Oh, you listen to Luna Snow as well?" Gwen asked.

"Yep," Jaune nodded. "Along with _What's up danger."_

"You should talk with Miles about that, he's a real fan of Blackway."

"Can I have your autograph first?"

"Sure!"

Meanwhile, Pyrrha was watching the exchange between the two as they made their way over to the table. She felt something growing in her chest. It was painful.

A few minutes later, the teenage heroes are working on their homework. Weiss helped Kamala with her algebra. Gwen helped Jaune with his literature and offered to give him music lessons. Doreen, Riri, and Ruby chatted about computer science and technology. Pyrrha was still watching the exchange while going through her notes on Physics. Nora tried one of the vegan doughnuts and nearly spat it out. Sometimes, Tippy Toes will help out with their homework with Doreen translating. Then, someone decided to go off the homework topics and ask a question.

"So, what are your powers?" Nora asked the spider heroes.

"Huh?"

"Your powers," Nora repeated. "Plus, we're wondering how you can avoid everything that is thrown at you. Do you have eyes on the back of your head or something?"

"Yeah, I'm curious myself," Weiss said. "We saw Ghost-Spider evade Mr. Negatives thugs with ease and grace."

Peter looked at Gwen and Miles. Both of them nodded.

"I guess it's fair since you told us about your aura and semblances," Peter said as he puts down his pencil. "For how we got our powers, we got bit by a spider."

Teams RWBY and JNPR looked at him blankly. Even the Secret Warriors looked skeptical.

"You got bit by a spider?" Doreen asked dubiously. "You weren't born with them or got involved in an accident with a radioactive spider?"

"If that happened, we would've been dead from radiation poisoning," Miles said. "The spiders that bit us were genetically engineered. When they bit us, they changed our physiology so that we have a proportional strength and speed of a spider."

"So how much would that lift?" Yang asked.

"Let's just say you are lucky you have that aura," Gwen said seriously. "One punch from us is enough to kill a person if we are not careful."

"Ouch," Yang flinched.

"Yeah, ouch," Miles said. "What separates me from them is that I have control over the natural electricity my body produces. With it, I can unleash a venom blast. With it, I can incapacitate criminals in close quarters. Though it feels good to have fluid in my web-shooters again."

"Web-shooters?" Ruby burst into existence behind the spiders, rose petals fluttering around her. "Are those the devices that let you fire webbing? May I see?"

Peter sighed in amusement and pulled a wristlet device out of his bag. It's red and had a black cobweb pattern like his costume.

"I have to man make my web fluids," Peter said and lightly glared at Gwen. "But it turns out that Gwen's can generate their webbing."

"Like I told Miles, you didn't ask,"

"As for how we avoid what is thrown as us, we have something we call our spider-sense," Peter answered. "It's like an early warning system for danger. It comes in handy when we are fighting crime."

"Really?" Yang asked.

Peter nodded and went back to his homework. Then his head buzz as his spider-sense went off. He tilted his head to the side just in time to avoid a fist thrown at his head. Peter lightly glared at Yang who was the one sitting across him.

"Was that necessary?" Peter asked unamused.

"Wanted to see if it works," Yang said with an unrepentant smirk. "That's a pretty cool power to have though. Being able to sense danger and react to it."

"It is, but mine is sometimes unreliable," Gwen said. "But it works well for me."

"So is mine," Miles said. But underneath his breath, he muttered. "You won't believe how powerful mine is…"

Blake's ears perked up on that. Before she could ask him on what he meant, the door to the living room opened and a Latina teenager walked in.

"Sorry I'm late," She said as she approached the table. She placed a box of Krispy Kreme doughnuts on the table before setting her bag down. "Was juggling this between swinging from 6th avenue and my bag."

"Doughnuts!" Nora cried out and jumped over the table. The girl moved to the side as Nora opened the box and took in the heavenly smell of the famous glazed doughnuts. The girl grabbed two of them and began to chow down on them. She rubbed her cheeks with glee.

"I'm in heaven~!"

"Thanks, Anya," Gwen said. "Most of them were waiting for those since my vegan doughnuts aren't a favorite."

"Don't say that," Blake said as she and Ren helped themselves to more of Gwen's vegan doughnuts. Blake focused on the Latina. "I'm guessing you are Spider-Girl."

"Yep," Anya nodded as she reached into her bag and pulled something out. Behind her, Nora was sneaking up. "My name is Anya Corazon. I'm sure Ruby told you that I am one of her classmates back at Horizon. I'm hoping to—"

Anya suddenly lurched forward and dropped the device she was holding. It hit the table, bounced off, fell to the floor and shattered. Anya looked at it with horror before rounding on Nora. She was the one who hit her. Nora cowered when she saw Anya's look of rage.

"WHY DID YOU DO THAT?!" Anya shrieked.

"I…"

"Do you know how long it took to build that thing!?" Anya continued shouting, not giving Nora a chance to talk. "How much of the parts are difficult to get by?! Do you just hit people just because you feel like it!?"

"Anya, please calm down," Gwen hurriedly rushed over to her. "I'm sure Nora didn't mean it. We can figure something out."

Anya calmed down, but they could tell that she was still seething. With a final glare at Nora, she turned heel, grabbed her bag, and stomped over to one end of the table, away from Nora. She took her seat in front of Weiss.

"Bad news: she'll hate you for the rest of your life," Peter said to a sad Nora. "Good news: you don't go to her school. But seriously, why did you do that?"

"I figured she would dodge that," Nora said somberly.

"She doesn't have a spider-sense," Miles said with a frown. "So, unlike us, she has to be aware of the danger to avoid it. That's how Kraven was able to catch her after he got me. But seriously, that wasn't cool Nora."

"I agree," Jaune said and faced Nora. "While having a danger sense may be cool, you can't just hit people because of it. I mean, how would you feel if somebody did that to you?"

"You should probably apologize Nora," Ren said. He was a little incensed at how Anya treated Nora, but he knew that she was also in the wrong.

"I'm sorry Anya," Nora apologized. Anya looked up from her ruined device and glared at Nora. Then she returned her focus to the device in front of her and began to disassemble it.

"I'm sorry too…"

Gwen walked over to where Nora is and placed a hand on her shoulder.

"Don't worry," Gwen assured her. "She'll warm up to you eventually. Anya was like that when Peter wrecked her weather machine once."

"Just give her time Nora," Peter said.

"Seriously, she didn't have to overreact like that," Yang scoffed. She wrote a few answers on her paper before realizing that everyone is staring at her.

"I think the term on earth here is that's the pot calling the kettle black," Weiss said dryly. "I seem to recall you having an overreaction with your hair whenever it was cut."

"Yeah, but that was different, I…"

"You also mauled a bunch of Grimm when they cut off a strand," Blake added. "I witnessed it myself."

"Plus, remember when my mom gave you that haircut?" Ruby asked.

"And during our sparring sessions?" Pyrrha asked.

Yang banged her hands on the table. "Okay, I get it! I'm not one to talk."

With that everyone went back to their homework. Eventually, Anya calmed down enough to talk to Weiss regarding dust.

"So, this dust is a major source of energy on your planet?" Anya asked as she scribbled notes.

"Yes," Weiss nodded. "It comes in different types. As King T'challa would put it, they are calcified elemental energy. It's conductive with our aura and we can utilize it for combat also. Although it's a bit like your fossil fuels if not the cleaner version."

"Interesting," Anya said. "Alright if I studied it when you find your planet? I have a theory on how to transport some to Earth."

"Sure," Weiss said as her eyes fell to the floor. "I would love to hear your theory…"

Everyone seemed to notice her becoming dreadful.

"Weiss?" Ruby asked her partner. "Is something wrong?"

"I just realized guys," Weiss said. "After we deal with Kang, we have to deal with her."

"Her?" Jaune asked. "What do you—oh."

Everyone from Remnant became downcast as they remembered Salem. The queen of the Grimm and an impossible-to-kill witch. The one that's been at war with Ozpin for as long before the huntsman academies were founded. The same one who led the first of their kind to rebellion, only to be wiped out and end the age of magic. Kang said that he will do what they failed to do in the future and end her. But what if he can't end her as he said he would? Would they have to fight her instead?

"Are we missing something?" Peter asked, in concern.

"It's just…" Ruby began nervously. "You remember the reason Kang attacked Remnant? When I told you about the leader of the Grimm?"

"You mean Salem, the wicked witch of the west?" Peter asked to which got him a chuckle from the youngest Remnantian. But that was only brief.

"That would be her," Ruby nodded. Her eyes narrowed. "She's also the reason why Kang attacked Remnant. In the future, she and her group would've destroyed it and make the Grimm a plague across the cosmos."

"All for the relics," Weiss spat with distaste. "Four powerful artifacts that when brought together would summon the God of Light and Darkness to judge Remnant. One of which, Jinn, told us about Salem's immortality. If everyone was at peace with each other, they would make us complete with magic again…"

"Let me guess," Kamala said. "They will destroy it otherwise."

"Yep," The remnantians nodded. They looked down and became quiet.

"I hate to say this…but I feel like most of the fault lies on us," Jaune said. The teenage heroes of earth looked at him in confusion. "In the future, when we learned that Salem couldn't be killed, we just gave up. I think we let Salem destroy our world and doomed the universe."

"Don't say that Jaune," Gwen said as she placed a hand on his shoulder. "You guys don't know what would've happened."

"Tell that to Kang," Blake said. "He even flat out told us we are a threat to the universe because of that timeline. That somehow, we were the key to defeating if not destroying her."

"Which begs the question," Weiss said. "What do we do if we face her?"

Nobody had an answer to that question. Not even the Secret Warriors or the Spiders had an answer.

"Either face an immortal witch who can't be killed or an angry time traveler hellbent on killing us," Yang said as she clenched her hands on the table. "I don't know which is difficult. I don't want our planet to be destroyed, but how do we destroy an immortal witch? I can face Kang, but I can't ignore the fact that not defeating Salem will doom the universe. Gods this is hard!"

"It doesn't have to be," Peter suddenly said. The Remnantians looked at him in surprise as he gave them a solemn look. "You're not gods, so there's only so much you can do. It's what you choose to do that matters."

"I don't see how that helps—" Jaune began but Peter cut him off with a pointed glare.

"The Huntsman are your planets greatest heroes correct?" Peter asked. The Remnantians nodded. They wanted to point out that not all of them became Huntsman for the right reasons, but they respectfully let him continue. "What do they stand for?"

"As guardians of our people," Ruby answered. "To protect them from the Grimm and any other threats."

"That means they will eventually have to face her at some point," Peter said as he stood up. "Tell me…why did you guys want to be Huntsman?"

"I wanted to become a hero like in the stories my mom told me," Ruby answered. The rest of her friends voice out their reasons.

"To bring honor back to my family name."

"To do some good as a huntress."

"To go on some adventures for the thrill."

"To become a hero like my grandfather."

"To use my skills to help those in need."

"To make sure nobody suffers a tragedy like me and Nora."

"Those are noble reasons," Peter said as he walked to one end of the table. "Making a decision to become a hero itself isn't all that hard. With a little bit of strength and courage and an honest sense of justice, just about anyone can become a hero."

He turned to face them.

"What's truly difficult is remaining a hero. To remain vigilant and just, while not buckling under the temptation to show off one's power or to the face of adversity. To willingly trade a peaceful quiet boring life for a life full of unexpected and constant danger. Above all, a true hero must have an unshakeable resolve to stay committed and humble otherwise your power will corrupt you. There's a motto I've come to live by: with great power, comes great responsibility. If you have the power to save even one life, you should use it."

The Remnantians stared at him in wonder. The spiders gave a small smile at Peter's inspiring speech. Kamala and Doreen looked just as impressed. Eventually, the quiet seemed to make Peter uncomfortable.

"Feel free to jump in anytime," Peter said. "I'm running out of things to say."

"Oh!" Ruby jumped. "I uhh…"

She was cut off as Peter started laughing.

"I'm kidding, you should've seen your face," Peter choked out. When he finally stops laughing, he continued. "The point is just because Salem is immortal doesn't mean that she can't be defeated."

"If it's one thing Peter is good at is inspirational speeches," Gwen said with a smile. "But hey, he has a point. Salem has failed before and we can make her fail again until we can get rid of her for good."

"That's right," Anya said. "If my theory is correct, this Jinn is a keeper of knowledge and not of omniscience. Maybe the key to defeating her is just undiscovered. And you can bet science will find a way."

"If it's one thing we're good at Horizon is thinking up a solution," Miles said with a determined smile. "We won't know unless we take a leap of faith. That's all that matters."

"Hey," Riri protested. "I may not be from Horizon, but I can help out with the effort against the wicked witch."

"Plus, you have heroes who have defeated gods before," Kamala said. "I for once threw down with Loki."

"Thor's brother?" Nora asked in surprise. "How?"

"Long story," Kamala said with a smile. "I'll tell you another time. Destroying Salem doesn't have to be the only solution if that fails. There are other ways to get rid of her. You just have to have that will to carry on. An unshakeable conviction."

The Remnantians stared up at the heroes standing before them. Their eyes told them they are just as committed as the words they are preaching. Lockjaw and Tippy toe gave a squeak and bark as well. An unshakeable resolve like no one else. Just like the Avengers.

"You're right," Ruby said as she stood up. "I'm not going to stop fighting. Kang said that we have the key to defeating Salem, and I'm going to find it."

"Not alone you are not," Jaune said as he stood up. "King T'challa told me that my ancestors would be watching from the other side. I would shame my grandfather if I let Salem have her way with my planet. My home."

"He's right," Weiss stood up as well. "I made a promise to restore the honor of my family name, and I will gladly uphold it by defeating Salem."

"I'm done running away," Blake stood up as well. "That hasn't solved anything, and it never will."

"I may have instigated the whole mess in the original timeline," Yang stood. "But after the time I spent on Earth, I realized the benefit of Salem being immortal. I can beat the crap out of her as many times as I want!"

"I'm going to fight side by side with my friends," Pyrrha said as she too stood. "I'm still alive, so maybe that will—no I WILL even the odds. The Invincible Girl will face her head on!"

"Can't wait to smash her face in!" Nora shouted with glee as she stood. "I have plenty of ideas about playing whack-a-mole with her!"

Everyone looked towards Ren, waiting for his answer. Finally, he stood up. "A lot of people are going to die because of her. I've been through what she put them through, and if I can at least prevent that then so be it. The immortal Iron Fist told me that the future is like a murky stream. I will fight for a future without the threat of Salem or the Grimm!"

Each of the teenagers stared at each other's eyes, showing their resolve. The moment was broken when Gwen's phone bleeped.

"Ah, webs!" Gwen cried out. "I made a promise to spend time with my dad after this. I gotta get back to work."

Everyone hurriedly went back to their homework. They still have school tomorrow and a lot to do. Training, research, school, and crime-stopping.

"So, how would we defeat Salem? Any ideas?"

"Maybe if we just throw her into another dimension?"

"Or depower her?"

"Or maybe douse her with water?" Peter asked. Everyone looked at him as if he was out of his mind. He shrugged. "I was hoping that she would melt?"

Everyone laughed hard at that for a long time.

* * *

_Transylvania, Romania_

Daisy walked through the stone cobbled streets of the town. She was here because someone put a call to S.H.I.E.L.D requesting their assistance. Considering what Transylvania is a hotspot for, there is only one person who would make such a request. It is nighttime, which would've left her prey to _them_.

Strangely, she didn't have to worry as she passed by piles of ash.

"He must have been busy," Daisy commented. "I wonder what he's doing here?"

As if krama is against her, she heard a hiss from above. She looked up and saw a humanoid creature staring down at her. It had dark grey skin, red eyes, and fangs. With a start, the creature lunged at her.

Not wasting any time, Daisy raised her hands and fired a wave of vibrations. The vibrations hit the creature dead on and disintegrated them. She knew that any injuries she inflicted would heal immediately, so she will have to vibrate them apart.

Another hiss drew her attention and she found three more creatures lunging at her. Putting her powers into her fist, she threw a vibrating punch at the nearest creature. She turned and blasted one to bits and threw an uppercut into the jaw of the third.

But that wasn't the end as more and more of the creatures came onto the street forming a horde. Daisy has slammed her hands onto the ground and erected a wall behind the horde and herself. Just before she can unleash the biggest wave ever, something silver object landed in between them.

"Cover your eyes!"

Daisy brought an arm over her eyes as a flash enveloped the area. Counting ten seconds, Daisy opened her eyes to see that the horde is gone. Nothing but a smoking pile of ash.

"You could have called at a better location," Daisy said as she turned to the man walking out of a bar.

The man wore a black leather trench coat over Kevlar body armor with a belt fitted with pouches and stakes. Behind his back are two katanas that she knew killed more of the creatures than she could count. Despite being nighttime, he wore sunglasses. In his hand, he dragged a creature that is slowly disintegrating.

"This is a hotspot for the vampire scum," Eric Brooks, AKA Blade, said with an edge. "That means it's more likely they have the info I was looking for."

"Mind filling me in?" Daisy asked.

"Later," Blade said. "We'd better get out of here before the rest of them come. Do you have a jet?"

"Just follow me," Daisy said as she and the vampire hunter ran in one direction. "By the way, I have a request from your fellow Avengers."

"Whatever it is, we can talk about it later," Blade yelled as they heard the cries of vampires from behind. He took another grenade from his belt, pulled the pin, and tossed it behind him. "We have to get out of here."

"Okay," Daisy agreed as behind them, a white light flashed followed by cries of pain. They made it to the forest and the S.H.I.E.L.D issued Quinjet. They boarded it and Daisy took the pilot seat. Blade took the co-pilots as she started the lift off just as a vampire crashed into the glass of the jet. Lucky for them, the Quinjet's speed outmatched the vampires and they rocketed to the sky.

When they gained enough distance, they talked.

"So, what do the Avengers want from me?" Blade asked. Daisy took a deep breath and set the Quinjet to autopilot. She turned on her seat to face Blade.

"You recall receiving an invitation to a party last month?"

**[~][~]**

**Another chapter is done. Once again, I would like to thank Trestwho for helping me bring this fic to life. Teams RWBY and JNPR have resolved to defeat Salem in any way they can. I can't wait to see how that plays out.**

**For Q&A:**

**Keno02013: Wait and see. I have a little surprise for you all.**

**Edinosaur25: Not for Silk, but thanks for reminding me. I do have a plan for the Agents of Atlas. Once again, no spoilers.**

**Chaldea: Yes, they will appear.**

**Guest: It will be revealed later on. Unlike Trestwho, I intend on letting the anticipation and suspense play out.**

**Thank you all for reading this and your continued support. Please stay safe out there. Keep the faith that we will survive.**

**See you all next time.**


	17. Ventures and Vampires Part 1

**Remnant's Mightiest Heroes!**

**Chapter 13: Ventures and Vampires Part 1**

**[~][~]**

_ Deep within the Shadowfell, six adventurers have gathered._

_ Ander the human paladin._

_ Vanadia Naïlo, the Wood Elf Ranger._

_ Olani the half-orc barbarian._

_Herstal Spiritroar the human cleric._

_Amber Battlefist the human monk._

_Elxian the half-elf wizard._

_Together, they traveled to the land of Barovia, a small nation surrounded by a deadly magical fog. This nation is ruled by the vampire Count Strahd von Zarovich. A tyrant that is so terrible that he would regularly attack the residents each night with his minions. Which is why the adventurers have come to destroy him and end his tyranny once and for all._

"_So, what are we supposed to be looking for?" Olani asked as she and her fellow adventurers walk deep within the Svalich Woods._

"_The Sunsword," Ander said, keeping his sword and shield at the ready. "It's one of the magical weapons that can help us destroy Strahd. Plus, the Sunswords the only thing we've got information on. The Holy Symbol is yet to be found."_

"_Remind me what that is again?" Amber asked as she looked over her shoulder._

"_According to our source," Elxian said. "The Sunsword was once possessed by Strahd's brother, Sergei von Zarovich. After his death, Strahd employed a powerful wizard name Khazan to destroy the weapon. The first part of the process required the hilt and the blade to be separated, which Khazan accomplished. However, while Khazan was busying himself destroying the blade, his apprentice stole the hilt and fled to the Svalich woods."_

"_So, we find the apprentice, get the hilt, and repair the sunblade," Olani said as she listed it off. "Seems easy enough."_

"_Not quite," Elxian said. "Aside here, this is the only reported sighting that we have. Either he's hidden himself well or he's…you know, dead…"_

"_Damn," Olani cursed. She turned to Vanadia. "Any luck?"_

"_Nothing yet," Vanadia said as she scanned the woods. "Unless he's using magic to hide himself, then I'm not seeing any…wait…"_

_Vanadia took off in one direction of the woods. Her fellow adventurers followed her. They didn't get far as they found their ranger kneeling beside the remains of a skeleton._

"_Ander?" Vanadia addressed the paladin. "Can you give us some light? I want everyone to see this."_

"_Sure," Ander nodded. He drew a great sword and spoke an inscription written along the blade. "I am a light to those who dwell in darkness."_

_The inscription glowed a little before a pure white light emitted from the blade. The Madonna Blade, or Hallamariel, is a magic sword that Ander found during a quest. Ever since, he got attached to it. The light from the blade showed them the skeletal corpse that Vanadia found._

"_This must be Khazan's apprentice," Vanadia said solemnly as she recocgnized the silk robe and the amulet with Khazan's symbol. She nearly flinched when a spider climbed out of the socket of the skull. "Looks like his master didn't give him the courtesy of a proper burial."_

"_Bastard," Olani growled. She looked him over. "Any sign of the hilt?"_

"_Let me check," Vanadia rummaged through his robes. Frowning, she stood up and looked at her party. "It's not on him."_

"_Great," Amber groaned. "So, we came all this way for nothing?"_

"_Not necessarily," Vanadia said as her eyes scanned the darkness of the woods. "I have a feeling that it might be still here somewhere."_

"_What makes you say that?" Herstal asked._

"_I checked the body," Vanadia glanced at the body again. "A few ribs are cracked, meaning that someone or something attacked them."_

"_Which means they most likely took the hilt," Ander surmised. "Great thinking Vanadia! All we have to do is figure out who or what took it and we'll be able to defeat Strahd."_

"_I'm all for pounding monsters," Olani grinned as she hefted her axe while Amber pounded her fists together. Then she realized. "What types of monsters are here again?"_

"_Let's see," Herstal said. "Considering that we are in Bavoria, we most likely can expect undead creatures and wolves."_

_Herstal noticed that Vanadia jumped at the word wolves. He grimaced as he remembers that she and dogs don't go too well. Fortunately, Olani seemed to comfort her._

"_Relax, Vanadia," She assured with a hand on her shoulder. "If we encounter some, we'll pound them to submission. The worst is that we can run into is Werewolves."_

_Then, a sound reached their ears that caused Vanadia to flinch. It was a wolf howl. She glared at Olani._

"_You get how that's not helpful right?"_

_Several seconds later, they are fighting Werewolves._

"_I blame you for this Olani!" Vanadia shouted as she fired an arrow at a charging werewolf from a tree._

"_Why me?" Olani shouted as she buried an axe into a werewolf's head. She wrenched it out and slashed another across its torso._

"_Gee, Olani," Amber sarcastically remarked. "I wonder why? Could it be that you brought up the word Werewolves? And that a few seconds later a few Werewolves decided now is a good time to show up and attack us?"_

"_I'm afraid she has a point there," Elxian said as he threw a fire ball into a group of werewolves. "I hope everybody stocked up on silver weaponry! Because I may be running out of spell slots!"_

"_Of course, we did," Herstal said as he smashed his mace down on a werewolf's head. HE raised his shield to guard against the claws and fangs of another. "I wasn't sure what we were going to do with all that silver we got back at the thief horde. It's a miracle that there was one."_

"_Yeah," Amber said as she used wind-and-fire wheels. "Though it was nice that Ander got the magic sword. Saved us a bit of silver."_

"_Thanks," Anders somewhat muttered in a sarcastic tone. To be honest, he thought that having a silver weapon would be cool, but a magic sword was way cooler. The white light blinded the werewolves as he struck them down._

_They continued fighting for several more minutes. Elxian opted to save his spells until they can get back to town and rest, so he drew away from the fight and utilized cantrips like firebolt. Anders and Herstal provided him with back up, Herstal to provide cover and Anders on the offensive. Amber and Olani are having a competition on who gets the most kills. Vanadia just kept firing from the tree, away from the werewolves on the ground. By the time she ran out of arrows, the fight is already done._

"_Hey!" Olani called out as she prodded a wolf with her axe. "I think this one is still alive!"_

_The werewolf attempted to get up, but Olani pressed the silver edge of her axe against his neck. After their cleric finished healing them, the others gathered around and aimed their weapons at him. In Vanadia's case, she had to resort to a silver hatchet._

"_Seeing as how you and your people are the more sapient," Herstal said with mock in his tone. "I'm going to assume that one of you killed the apprentice and took a certain hilt. Mind telling us where it is?"_

_The werewolf snarled at him, baring its teeth at them._

"_I think you forgot that they can't talk in wolf form?" Vanadia asked, the hatchet in her hand trembling. "Plus, it's still full moon out."_

_Ander groaned. "Right, so interrogation is useless at this time."_

"_Guess we have no choice," Olani said. "But…I still feel bad about killing him while he's down. I get that it's hypocritical of me to say that but…"_

"_Say no more," Elxian said. He turned to Vanadia. "Do you still have that potion of sleep?"_

_Vanadia nods and reached into her satchel. With a free hand, she pulls out a flask containing a liquid._

"_I'm not going to be the one to administer it," She said as she shakily held it out to anyone who wants to use it on the werewolf._

"_Give it here," Amber sighs as she snatches it from her hand. Before the werewolf could struggle, Amber shoved the flask down its throat and crushed it. The werewolf thrashed in pain before it slowly became still._

"_Problem solved," Amber said, raising her hands to emphasize._

"_This problem yes," Herstal said. "The problem of where the hilt of the Sunsword remains unsolved."_

_The adventurers looked down as the situation sank in._

"_Let's loot the corpses and call it a night," Ander sighed as he walked over to a random corpse of a werewolf and searched it. The others threw up their hands and began to loot the other corpses. Anders checked the werewolf and found a pouch containing a gold coin, a small rag and…what's this?_

_Ander pulled out what looked like a sword hilt. The guard and hilt looked to be made out of platinum. Ander is examining it for a moment before he felt something from it. It didn't speak in words, but he felt emotions from it. Somehow, he understood the message he received from it and he felt his eyes widen._

"_All right," Herstal said. "Let's get out of here before the sleeping potion wears off."_

"_Guys…" Ander said. Everyone looked to him as he held the hilt. Seconds later, a blade of pure radiance sprang into existence. "I think I found it. The Sunsword."_

"_What?" They ran forward and examined the sword in his hand. Their eyes are wide at its radiance._

"_Seriously?" Olani threw up her hands. "Why do you get the magic weapons? I want one!"_

"_I honestly don't know," Ander admitted. But he is grinning as he gave the blade a few strokes in the air, the blade humming all the while. "I feel like a Jedi with this."_

"_Well you can be a Jedi when you help us defeat the master," Herstal said with a grin. "Now that we have the Summersword, we're almost close to defeating Strahd."_

"_A shame that you all will be dead before you get the chance to use it."_

_Everyone jumped and looked everywhere for the source of the voice. Then, under the moonlight, a swarm of bats flew by, the beating of their wings filled the air. They gathered together and a man is formed from the swarm. He had a pale complexion and he stared at them with violet eyes. He wore red garments underneath a cloak black as midnight. One could mistake him for a man if it weren't for the pointed ears. _

_They would be insulting the elves if they mistook him for one of their own. They got ready for battle._

"_Get lost or get prepared to eat dust!" Olani shouted at the man. He didn't seem intimidated by her in the slightest._

"_You cannot make demands of the devil," The man said in a smooth baritone voice. "For I am the ancient. I am the land. I am Strahd!"_

* * *

_Avengers Mansion, New York_

"And you are trespassers."

Kamala finished the dialogue of the vampire boss to her players. They sat at the long table in the living room. The table is covered in character sheets, pencils, erasers, graph paper, and figurines. A gamemasters board is propped in front of her while the players have character sheets in front of them.

A twenty-sided die rolled on the table and stopped.

"A nine," Kamala spoke. "Strahd evaporates into mist and escapes. This leaves your party badly beaten though."

"Dammit!" Yang cursed as she banged the table, making the game pieces and graph paper temporarily fly. "How come he gets free successive saving throws three times per day? We could've beaten him!"

"Well he is the final boss Yang," Kamala said. "If you defeated him here, it would be anticlimactic."

"At least we are done," Blake breathed as her head hist the table with a soft thud. "I was getting tired. Can we call it quits here?"

"Right after we go back to the village," Jaune insisted. "I want to make sure that I put my swords away."

"I can do that all for you," Kamala said as she jotted down the note. "With that, we are done for the day. So how was your first Dungeons and Dragons experience?"

"This is better than the board game we used to play," Yang grinned. "We should do this more often!"

It was Friday and the last day of the school week. The Remnantians got into Dungeons and Dragons after hearing Doreen recommend it for their free time. Kamala offered to be the Dungeon Master for the campaign. She can't promise that she'll be one every time though.

"It's getting late," Kamala said as she packed up the Dungeons and Dragons game. Outside, the sun is setting. "I need to get back or I'm grounded."

"No pressure there, Kamala," Dante said. "Thanks for being our dungeon master for today. It was awesome!"

"Oh…uh, thank you," Kamala said as she turned away so he wouldn't see the blush on her face. "Lockjaw!"

At the mention of his name, the big dog appeared in a flash. He licked Kamala happily as she grabbed her bags and waved at them.

"See you next time," Kamala waved as she and Lockjaw teleported out of Avengers Mansion. Yang looked at Blake and gave her a grin.

"Is Kamala…?" Yang began but Blake held up a finger stopping her.

"Don't," Blake flatly stated. "We didn't grill Pyrrha about Jaune, we don't do that to Kamala."

"What's that about me?" Jaune asked over his shoulder.

"Nothing," Blake called out while keeping a glare on Yang. Yang got the message and held her hands up. Satisfied, she began to dig around her bag for one of the new books she borrowed. Jaune just shrugged his shoulders and turned to their three guests.

"So, what are you guys doing for the rest of the day?" Jaune asked.

"I got a weekend off from my job," Dante said. "I thought I might satisfy my boredom with Dungeons and Dragons. Now I need something else to occupy my mind."

"Maybe helping me and Yang fiddle with her new motorcycle," America said. "Though I don't know if it could be called a motorcycle for what she has planned."

"Of course, it's a motorcycle," Yang protested from the couch. "It's just going to be the land mode for the Sky-Cycle. Who doesn't want a motorcycle that can fly through the sky?"

"I prefer using an original," America said. "And why name its Bumblebee? It's not a mustang as far as I can tell."

"I get the joke, but I like the name," Yang defended. "Besides, the old Bumblebee got destroyed during Kangs invasion. Even with whatever doohickey he used to disable Dust, I couldn't move it in time."

Yang's mood darkened at the mention of the time warlord. Before anyone can ask, she brightened up.

"And before you call the kettle black, you can fly," Yang scoffed. "Not all of us have that kind of way of getting around."

"I don't fly unless I'm on duty," America said. "Plus, when I feel like it, I can always use the Starling Highway."

"The Starling Highway?" Yang furrowed her brows in confusion. "What's that? Some kind of highway in the stars?"

"Good guess, but no," America said with a chuckle. "The Starling Highway is an extra-dimensional space that I can access by punching as hard as I can. This allows me to travel over greater distances than my typical star portals."

Yang stared open mouth at her. "So, if I punch hard enough, I can teleport like Lockjaw? Sweet! Can I learn?"

"Sorry, but it's exclusive to me only," America said. "But enough about that, should we get to work on your Sky-Cycle?"

"You will call it Bumblebee one of these days. I swear it," Yang snarked in a playing manner. "We should get Ruby as well. I'll need her help with the mecha shifting mechanism."

"I think she's down at the lab," Jaune said. "She told me that she was working on something with her weapon. If it works, she can apply it to our weapons as well."

"Now I'm curious," Yang said. "I'll ask her what it is when we see her. Come on America."

Yang and America left the room. Jaune watched after them before turning to Dante and Shaun.

"So, Dante, I've been meaning to ask," Jaune began. "What's this job you keep going on about?"

"Oh that?" The question took Dante by surprise. "Well…you could say that I do some police work."

"You work with the police?" Jaune asked. "Which precinct?"

"Oh, that's right, you haven't been down there," Dante said. "Okay, Jaune. You know how Kamala and I got our powers. How we became—"

"Inhumans?" Blake asked, looking up from her book. Her eyes are frowning at the word.

Kamala and Dante told them that a while back, something called a 'Terrigen Mist Cloud' exploded. They didn't elaborate on that further, but the mist changed them into 'Inhumans'. Despite Dante's and Kamala's insistence that it's fine, Blake hated that term. It was like someone wanted to dehumanize them all because they have a weird appearance or ability. It was like the mutants on earth.

"Blake," Lucas sighed. "They already told you that it's fine. The name stuck already long before you and the others came."

"I know," Blake said. "But still…"

Dante decided to take the moment to go back to the subject. "Well, if you go to the Statue of Liberty, you will find a city of us Inhumans there."

"There's a place for Inhumans?" Blake asked, her anger fading a little. This sounded a little like Menagerie.

"It's a place known as—"

"Make way!"

All eyes see a grinning Nora dragging Ren from behind her. She is dressed in a pink blouse with skinny jeans. Ren is dressed in a green hoodie over a pink shirt and jeans.

"How do we look?" Nora asked with excitement. She twirled around.

"You're looking great," Jaune said with a smile. "So, do you have a place in mind?"

"Nora and I are going to be visiting the Museum of Natural History," Ren replied. He grimaced a bit. "To be honest, I just want to make sure she doesn't try to ride a skeletal T-Rex."

"Good idea," Jaune whispered back. But he was smiling at the notion. Then he spoke normally. "So, any ideas on where to go?"

"We have a few in mind," Ren said. "And we intend to explore New York."

The teenage heroes grinned. They are dressed like that because Ren finally did it. He asked Nora out. After a month and a few weeks of beating around the bush. The others realized it when he was talking with several of the Avengers, namely Wanda and Vision, for dating advice.

"Wish us luck!" Nora cheerfully waved as she walked out of the living room. They heard the mansion door open and close. "Come on Renny! We don't want to be late!"

"See you later," Ren simply said before he left to join Nora.

"I'm happy for them," Dante said. "Nothing burns brighter than the fires of young love. Just as long as nothing unexpected happens like a supervillain attack."

"Speaking of that," Jaune said suddenly. He tapped a yellow watch on his wrist, and it transformed into his shield and sword. He kept the sword sheathed as he removed the shield. "I got a new upgrade for my weapon. Want to see?"

"Sure."

"You might want to take a few steps back for this."

Shaun and Dante took a step back. Blake set her book down and watched from the couch, curious about Jaunes' new upgrade. Jaune cleared his throat and held Crocea Mors in front of him. Before he could show what, he wanted to show, the door opened again.

"Hey guys," Pyrrha said. She walked in carrying a bag of groceries. "I saw Ren and Nora walking out. Are they…?"

"Yep, they are officially going out," Jaune nodded. "I was going to show everybody an upgrade to my shield. Want to see?"

"That would be grand," Pyrrha said as she sets the bags on the table. She took her seat next to Blake.

Jaune cleared his throat. Holding his shield so that the crest faces upwards, he let it drop. As it fell, the shield sides folded in segments as it elongated into a board. Before it reached the floor, it stopped to hover with a yellow glow below. Jaune stepped onto it and, with a little difficulty, steadied himself on it.

"So, you got your glider?" Shaun commented. "Did you get it from me?"

"Nora wouldn't stop asking me about what my shield couldn't do," Jaune said defensively. "Besides, your shield made me realize that I need to have a way of getting around. Also, technically it's a hoverboard. As for gliding…"

Jaune jumps off the board and kicks it upward. The shield shifted again to form some kind of hang glider.

"This is the mode that I use," Jaune finished his demonstration. "The hoverboard is used for land while the hang glider takes care of the aerial transport."

"That's amazing Jaune," Pyrrha said with a smile.

"Thanks!" Jaune bashfully rubbed the back of his head. "Though, most of the credit has to go to Gwen."

Pyrrha's smile became a frown. "Oh. So, Gwen helped you?"

"Yep," Jaune said, oblivious to Pyrrha's biting tone. "I asked her on Wednesday if she could help me out with this. Being a student at Horizon and all. I came over to her place so we could work on it together. She even helped me with an idea for my sword. I should show you—"

"That's sweet and all," Pyrrha snapped as she rose from her seat. "I'll be down in the training room if you want to try it out. I needed to practice my swordplay to begin with. Maybe think of a few upgrades of my own."

Pyrrha stomped out of the living room. A confused Jaune looked after her before turning to the others.

"Did I say something wrong?"

"Nope, not a thing," Shaun said with a little sarcasm.

"Indeed," Blake said. If he only knew.

"_Pardon me, everyone."_

"JARVIS?" Blake asked. Her amber eyes shot towards the ceiling.

"_Your presence is requested at the underground hangar," _The A.I. butler said. _"The Secret Warriors present here are also required. Director Fury and Agent Johnson will be arriving shortly with a guest."_

Several minutes later, the teenage heroes have gathered at the described location. They haven't used the hangar as they couldn't pilot the Quinjets still stationed here. Not at a legal age at least. The Avengers said that they can use the autopilot until they learn how to pilot one. The pathway from the hangar is an underground tunnel that leads out to the Hudson River.

"I was thinking of using this to test out my hoverboard," Jaune said as he scanned the hangar. "But now I'm wondering what Director Fury wants with us."

"From my time in S.H.I.E.L.D, it's probably a mission," Shaun said. "If Agent Johnson is coming with him, it probably be for us as well."

"Finally!" Yang pumped her arms into the air. "I was getting bored with all the school stuff!"

"It's protocol Yang," Shaun said. "We will get our missions from either the Avengers or S.H.I.E.L.D."

"Well, why couldn't we just find our missions?" Yang asked. "Spider-Man tend to go out on patrols of his own. So why can't we?"

Shaun's face darkened. He gave Yang a hard glare. "Two words. Stamford, Connecticut."

At the mention of those words, Yang's eyes widened, lilac eyes understanding what he meant. Ruby gave a small 'oh' and stayed silent. Blake's cat ears twitched at the mention of those words. Pyrrha became sad while Jaune…just became confused.

"I'm sorry, but what are we talking about?"

"Vomit Boy," Yang sighed as she places a palm on her hand. It sounded heavy. "We covered that back at Bootcamp. Don't you remember?"

"Remember what?" Jaune asked.

"Give me a second," Blake said as she typed in the two words in the google search bar. She handed it to Jaune. "Maybe that will help you refresh your memory."

Jaune took the scroll and read aloud. "Located in Fairfield County, Connecticut, Stamford, is known as the city that works. It was incorporated—"

"Not that Jaune," Pyrrha took the scroll, clicked on another link, and showed it to him. "That."

Jaune's eyes widened as the penny finally dropped. The picture showed the smoldering ruins of a town. He felt his gut wrench in regret as he read the headline.

Explosion kills 600. 60 schoolchildren dead.

"Oh."

"Yeah Jaune," Dante said grimly. "That's a big oh."

Back at Bootcamp, they are filled in on the history of Earth. That included the biggest tragedy in the world. A group of teenage superheroes called 'The New Warriors' broadcasted live a raid of a house in the area. They took on four escapees during a previous Raft breakout: Cobalt Man, Speedfreek, Coldheart, and Nitro. They took down three of the group, and Nitro was trying to getaway. One thing leads to another and Nitro used his powers of self-explosion to blow himself up. The explosion killed a school bus of school children, more from the nearby elementary school, some of the New Warriors and the surrounding neighborhood. The aftermath of this tragic incident turned the public against the superhero community. In response, the government passed the Superhuman Registration Act. This act requires any citizens with superpowers to register themselves to the government. That meant everyone will know their secret identities and personal lives.

This alone ignited the biggest superhuman civil war in history. Superheroes became the target of witch hunts with their fellow heroes lead some of them. Some of them are led by supervillains and the public supported it. The same people the heroes swore to protect against them.

What was worse is that it split the Avengers apart. Friends became enemies as they are forced to take sides. Captain America leads the Anti-Registration side while Tony leads the Pro-Registration side. Earth's mightiest heroes had become divided. The civil war ended when Captain America turned himself in as he realized the devastation that the war has been causing. Eventually, he and his compatriots are pardoned, and the Superhuman Registration Act has been taken down. But even now, the war had left scars. Physical and mental scars in the heart.

"What happened to the New Warriors?" Ruby asked. "We haven't heard anything about them. Did they ever reform?"

"They tried to," Shaun said grimly. "But every time they did, all the people remember is the Stamford Incident and the role they played in it. Eventually, they gave up on ever reforming. As of now, they're either retired or doing the solo."

"They gave up, just like that?" Yang asked with incense. "Couldn't S.H.I.E.L.D help train them to be more efficient? Like with us?"

"It's not that easy Yang," America snapped, much to the blonde's surprise. "It wasn't just the people that got scars. The surviving New Warriors felt responsible for Nitro's explosion. Considering that one of them spent a considerable chunk of time taunting Nitro, I agree with them. The whole thing was their fault."

"She's right," Shaun shook his head. "That's why we have training programs and protocol. It isn't about going out playing dress-up. Not even if you have the best intentions. If they want to be a superhero, they need the skills and the training to do that. Without that, they can't save anyone and get themselves killed!"

Everyone became silent as he shouted that last part. It felt unfair to still hold it against them for something that happened long ago. But above all else, he had a point. Back on Remnant, they had the Huntsmen academies for a similar reason. It was meant to prepare the next generation of guardians of their planet and safeguard its future. They hoped that the Stamford incident will never happen on their homeworld.

Jaune thought back to when he faked his transcripts and attended Beacon with no combat training. Would he have caused an incident like Stamford? All because of the lies and lack of training?

"I'm sorry I raised my voice," Shaun said, taking a deep breath. "We're called the Secret Warriors for a reason. Captain America felt the need for an underground team of heroes. A team that can operate behind the scenes."

"It's alright Shaun," Ruby said. "We understand how you feel. We don't want to cause another Stamford Incident."

"Did your planet have a civil war?" Dante asked.

"We had a Faunus rights revolution," Blake answered. "But nothing like the superhero civil war. The Huntsman is independent of any government except for Atlas. Weiss can tell you more when she gets back."

At that moment, the air is filled with the sound of machinery and rushing water. Rising out of the floor in front of them is a pad with a Quinjet with the red 'A' of the Avengers emblazoned on the side. When it reached their level, the pad turned counterclockwise and stopped. The bay door opened up and Nick Fury walked down with Agent Daisy Johnson at his side.

"Director Fury, sir," Shaun gave a salute. The others chose to mimic his action to the director of S.H.I.E.L.D. Ruby was the last one to give a salute as she had trouble getting it.

"At ease, Lucas," Fury waved him off. "Technically, you don't work for S.H.I.E.L.D at the moment. No need for formalities."

"Thank you, Director," Ruby said. She turned to Daisy. "So, Agent Johnson, how was your mission?"

"It went well, considering that it's was picking up your new chaperone," Daisy said. She turned her head to look over her shoulder as another pair of footsteps descended the ramp. "Here he comes."

Fury and Quake stepped to the side as the man finally made himself known. He looked as if he stepped out of a Matrix movie with his trench coat and sunglasses with the addition of body armor. On his back are two swords. In his hands are two heavy-looking black bags. The man scanned them with a frown, his eyes resting on the Remnantian teens.

"So, these are the kids I'm babysitting?" The man asked in a dry tone. "They don't look like much."

"They faced monsters as scary as the ones you faced," Fury said. "Where they came from, it's part of living."

"Doubt they faced anything worse," The man scoffed. This left Yang a bit offended. Before she could speak, Fury cut over her.

"Everyone, meet Blade," Fury introduced. "Your chaperone for the week."

"Blade?" Yang asked. "Do we get to name ourselves after what he happens to have on his person?"

"If you got a better name, I'd be happy to hear it," Blade said in a deadpan tone of voice. He was met with silence from Yang. "Didn't think so."

"He came because his fellow Avengers asked him to. Fortunately, it happens to coincide with his purpose here in New York."

"Wait, you're an Avenger?" Ruby asked. "But we haven't seen you during Bootcamp or the party last month."

"That's because I was busy," Blade answered. He didn't say anything more, which left the teens except the Secret Warriors confused.

"Doing what?" Yang asked.

"Hunting Vampires."

The Remnantians blinked at his blunt answer. It was Yang who burst out laughing, hugging her sides at the ridiculousness.

"Are you serious?" She guffawed. "With that serious face! Hunting Vampires?"

It was right about then she realized that nobody was laughing with her. Rather, Fury, Blade, Daisy, and the Secret Warriors are looking at her with a serious expression. Blade simply moved past them with the S.H.I.E.L.D agents at his sides. The Secret Warriors then followed, leaving the Remnantians.

"Wait…" Yang's laughter died out. Her face became pale as terror found its way into her voice. "…you're serious…?"

Everyone seemed to take the silence as an answer. Ruby burst into petals and sped after the group. They were at the entrance of the conference room when she rematerialized in front of Blade. Her eyes are wide as dinner plates as she replayed what he just said.

"Vampires are REAL?!" Ruby exclaimed. Blade leaned his back forward and bared his teeth. Ruby became even more awestruck as her eyes found four razor-sharp fangs.

"If they weren't, they wouldn't have given me THIS," Blade said with a hiss. With what she assumed to be vampiric speed, he sped around her and headed towards the table in the center.

"Indeed," Fury said as the rest of the Remnantians joined them. "That's why Blade is here. He has received some intel about recent Vampire activity here. Thankfully, it isn't Dracula this time. And yes, I'm talking about THE Dracula."

"Dracula is real?!" Blake squeaked, her face becoming paler and more terrified. She had read Bram Stoker's novel in the library once. She didn't think that the antagonist of the book was real.

"Dracula?" Jaune asked with equal fright. A few moments ago, they were playing a campaign about vampires. Now they learned that not only they are real, but the first one is. "The lord of the vampires? THAT Dracula?"

"Yes," Fury said as Blade set his Avengers ID card on the table. "He's very real and very dangerous."

The table lit up as a holographic image towered over them. The hologram is that of a man wearing blood-red armor and a cloak held together by a chain. His skin is gray, and his hair is as white as snow. Red eyes seemed to glare at them.

"Most people think he's a character in books and movies," Fury said. The remnantians turned to Blake when he said that. The faunus hid her face behind her enlarged scroll. "But those are based on history. Dracula is the king of vampires. An undead nightmare that wages war on the living. If it weren't for Blade and the Avengers, he most certainly has won by now."

Everyone gulped at that. Everything they said makes him as bad as Salem. A war between life and death.

"You said that the vampire activity doesn't involve him," Pyrrha said. "Are you sure?"

"I haven't seen hide or hair of him since our last encounter," Blade admitted. "But I heard whispers among the underworld of his survival. Nothing concrete but I have no intention of passing it off. So, I searched Transylvania…"

"That place is real too?" Yang asked. She winced when Blade gave her a hard glare. He cleared his throat and continued.

"I heard it from one of the bloodsuckers there that there is a vampire as powerful as him coming here," Blade continued. "Supposedly, he's come to collect something that can even the odds for his kind. As I pressed him for details, I'm certain that it will. This vampire has scheduled a meeting with another Sect right here in New York. And I know it's location."

"So, what are we waiting for?" Yang asked, transforming her Ember Celica into weapon mode. "Let's pound some vampire butt!"

Blade focused on her. "You're not coming."

"What?" Yang shouted indignantly. The others stared at him in shock.

"But we can help you," Ruby insisted.

"I agreed to babysit you," Blade cut in. "The last thing I want is a bunch of rookies getting in my way."

"Rookies!?" Yang asked heatedly as her eyes turned red. She interposed herself in front of Blade. "For your information, we happened to kick the butt of monsters for a living back on our planet. What gives you the right to—"

Before she could get more in, Blade swept her legs from beneath. Her back hit the floor as Blade planted his foot on her chest. Within seconds, he had a blade against her aura protected throat. Blade leaned in close and bared his fangs at her with a growl. Nobody moved.

"These Grimm that you so proudly defeated," Blade said. "Are NOTHING like Vampires. They're not supervillains either. You may be hot stuff back on your planet, but right here you have no idea what you're up against. You will only get yourselves killed."

He stepped off of Yang and walked back to the doors.

"Let me know when you sent in the team, Fury," Blade said without looking back. "Let the kids play on their playground."

He stepped through the doors and they closed behind him.

"Playground!?" Yang asked as Blake helped her up. "Who does he think he is!? So, what if we can't dodge that? Does he think that he can just take them on alone?"

"He's right Yang," Fury said. "This is far too dangerous for you. If the vampire Blade is hunting is as powerful as Dracula, then I'm afraid you are going to sit this one out."

"WHAT?!"

"You head the director," Daisy said sternly. "Besides, we have a mission for you. Let's leave this one to Blade. In the meantime, he left us something in case the Vampires decided to go after us."

"What sort of things did he leave us?" Shaun asked.

"Some of his vampire hunting equipment," Daisy answered. She gestured to the bags that he brought. "The latest in technology. We can set them up while we wait for him to come back."

"I'm going to check on my team of specialists," Fury said. "In the meantime, follow Agent Johnson."

"Will do director," Shaun said. He nodded to the others. "Let's get to it."

It took a while, but Blake managed to calm down Yang. Together they took out various equipment and began to divide them into groups: weapons, explosives, and traps. Ruby took a particular interest in a flashbang grenade outlined with blue.

"By the way," Daisy said as they began to set up the traps. "Where are Ren, Nora, and Weiss?"

"Ren and Nora are out on a date," Jaune answered. He flinched when she gave him the look. "Guess I'd better warn them about the vampires. As for Weiss, she is…"

* * *

"Wondering if you know where to find this friend of yours," Weiss said as she followed Doreen.

"It should be around here," Doreen said. "I triangulated sightings of him in New York. I even had several of my furry friends be on the lookout. The epicenter should be here."

After their talk on Wednesday, Weiss decided that it was high time that she mastered her summoning glyphs. It's part of the Schnee semblance, but she hasn't had much success mastering it back on Remnant. But after that talk, she decided that she's going to need every advantage she could get if they are going to stand a chance against Salem. Her Glyphs utility is currently limited due to the lack of dust, and it will remain that way thanks to Kang.

Fortunately, Doreen seemed to have an idea of how to help her. Or so she hoped.

"So how do you know this friend of yours?" Weiss asked as they continued walking.

"A while back I helped him defeat Ulth-Lah-Throth," Doreen said. "Before you ask, let's just say that he's an alien that looked like one of Lovecraft's monsters. Fortunately, it didn't drive me insane when I looked at it."

"Ugh," Weiss scrunched her eyebrows in disgust. "You've read that…that...?"

"Hey, what's in a book?" Doreen asked. "We should be at the place right about…NOW!"

Weiss looked at where Doreen is gesturing at…and felt her shoulders slump with disappointment.

"Doreen," Weiss deadpanned. "This is an empty lot. There's nothing here."

"It should be here," Doreen insisted. Walking over to the edge of the lot and sticking her hands out. "Maybe he put an invisibility spell or something on the place?"

"Invisibility spell?" Weiss asked. "Doreen, who exactly is your friend?"

"You'll see," Doreen said in a conspirator's voice. Weiss was about to press her for details when something happened. Doreen seemed to have touched something, and a ripple is created from the small impact. It spread over and shimmering into existence is a building that had been hiding from the visible spectrum. They stood before a three-story Victorian-style brownstone townhouse built in a French Baroque design with a Mansard roof. On the roof is a window with red-tinted windows with a strange symbol. Near the door is a sign saying '177a Bleecker St'.

"Told you it was here," Doreen said smugly to a slack-jawed Weiss. She walked up the door and knocked on it. "Hello? Doctor Strange? It's me! I helped you out with Ulth-La-Throth a while back?"

"Wait," Weiss said slowly, just to make sure she heard correctly. "Doctor Stephen Strange? As in the Sorcerer Supreme? He's the friend you were talking about?"

"Yep," Doreen said with a small pop. "I thought that if anyone could help you with your summoning, it will be him. We just need to—"

Weiss couldn't register the last part of the sentence as she suddenly found herself indoors. The room she is well kept and has cabinets stands, and chests with what she assumed to be ancient artifacts. In front of her is stairs leading down to what she assumed to be the second floor.

"Doreen?" Weiss looked around. "Where am I? How did I get here?"

"You are invited in of course."

Weiss turned to the owner of the voice. In front of the window stood a man. He wore a blue robe, yellow gloves, a red cloak, a gold pendant around his neck, brown boots, and a yellow sash around his waist. His hair is slicked black hair is streaked with white. Weiss was pretty sure he wasn't standing there before.

"One doesn't enter my Sanctum Sanctorum without the key or my permission," Doctor Stephen Strange said. "I simply invited you in."

"Doctor Strange," Weiss breathed. She gave a polite bow. "It's an honor to meet you. My name is—"

"Weiss Schnee," Doctor Strange finished. "Yes, I know."

"How did you—"

"Know your name?" Doctor Strange finished yet again. "Your mind was thinking of it. As the Sorcerer Supreme of Earth, it's my job to protect it against magical and mystical threats. That includes knowing who comes and goes on Earth."

"Wow," Weiss breathed. Is this the power of magic?

"That, and Stark told me about you and your friends when you arrived here on earth," Doctor Strange said. "They wanted my expertise whenever we found your planet. Especially with this Salem character. She's currently at the bottom of my list of threats, but that might change."

With a wave of his hand, Weiss found herself seated across from Doctor Strange in a different room. In her right hand, she held a teacup.

"It would be rude of me to not offer refreshment to my guest," Doctor Strange said from his seat. "Tea?"

"Tea's good," Weiss took a sip of her tea. It was good, but she noticed that as much as she drank it refilled itself. "What about my friend? She's waiting outside and probably wondering—"

"Where you are?" Doctor Strange finished. Weiss' eyebrow irked with irritation and the Doctor seemed to pick up the thought. "Forgive me. Wong is currently escorting her in right now."

"Weiss!"

Weiss turned to see her friend being escorted by a Chinese man similarly wearing green robes to Strange. The man, she assumed to be Wong, nodded to her and gestured Doreen to another seat that wasn't there before.

"Rad, right?" Doreen grinned. "Actual magic right in your eyes am I right?"

"It's different than imagining it, that's for sure," Weiss nodded. When they told the Avengers about the existence of magic on their planet, they didn't refute the claim. That's because they experience magic themselves. The sorcerer before her is proof of that.

"I prefer master of the mystic arts, if you don't mind," Doctor Strange interrupted her thoughts. "Before you say or think anything, I just asked why you wanted to see me. Doreen said to ask you."

"Oh," Weiss had been caught up with the glamour of magic that she forgot what she came here for. She moved to set her teacup down when she realized that there wasn't a table. She took that thought back when a table appeared in front of her. Weiss looked up at Wong who was nodding towards the table. She set it down and set her hands on her lap. Magic appeared to be a versatile thing to have.

"It's about my semblance," Weiss said. Doctor Strange gestured her to continue. It seemed that he stopped reading her mind to be polite. "My semblance has a variety of uses, but that's dependent on dust. Now that I'm here, my semblance is limited except for summoning. However, I have difficulty mastering it. It's why Doreen suggested that we go see you. I was hoping you might help me with it."

"Hmmm," Doctor Strange nodded as he took it in. "I'm familiar with summoning as much as banishing. It's the same as drawing power from the Vishanti. It shouldn't be too difficult to help."

"I'm sorry?" Weiss asked.

"You may not believe me, but what if I told you that this 'Semblance' of yours isn't all too different from magic?"

"That can't be possible," Weiss said, shaking her head. "The God of Darkness took his gift of magic back from the first variation of our race. Sure, you may have a theory that our semblances are what remained of what we once had. But to still possess magic…"

She would've continued if Doctor Strange hadn't suddenly stood up and thrust his palm against her. Weiss felt herself fly back from where she had been sitting.

"Hey!" Weiss cried. "Why did you…do…that…?"

Weiss is staring at the back of her seat. She saw her head lay slumped against her chair. Doreen was looking at her body in concern, but Wong reassured her.

"It's alright. This is no doubt her first time."

Doctor Strange pulled his hand back and Weiss suddenly found herself pulled towards her body. With a gasp, she sat up straight and breathed heavily. She looked at Doctor Strange, who stood there with a passive expression.

"What was that?" Weiss breathed.

"I just pushed out your astral form," Doctor Strange said. "There's nothing in the tea if that's what you're wondering. Just a little honey. I had that same reaction when I first found out about magic."

"Magic?" Weiss patted her chest. "What was what happened? I felt like I was seeing my body from the outside."

"For a moment, you entered the astral dimension," Doctor Strange explained. "A place where the soul exists apart from the body."

"Why did you do that to me?" Weiss asked.

"To show you just how much you don't know," Doctor Strange answered as he stepped closer. "This God of Darkness took away the magic of the first incarnation of your race, yes. But he didn't take all of it."

"The potential to use magic existed long before them," Wong added. "Those with the potential can be found in just about any pocket of the universe. All you need to do is look."

He stood over her.

"As I said, you're just like me before I learned the mystic arts. You are a girl looking at the world through a keyhole. You've spent your life trying to widen it. To do that…"

He placed a finger on her forehead.

"You just need to open your eye."

Weiss once again found herself being pushed away. This time, she didn't leave her body. She found herself flying through an array of colors. While she flowed, she could still hear the voice of the Sorcerer Supreme.

"You think you know how the world works? Do you think that this material universe is all there is? What is real? What mysteries lie beyond the reach of your senses? At the root of existence, mind, and matter meet. Thoughts shape reality. This universe is only one of an infinite number."

She passed countless different places that she couldn't possibly describe. An area with what she felt is Actiniaria floating about. A void filled only with what can be described as grass jellies. A shifting realm that resembles an unending cavernous tunnel branching off into different separate tunnels.

"Worlds without end," Strange continued. "Some benevolent and life-giving…"

Everything she saw became replaced with a cold and dark sight. She flew past what felt to be an evil place. Countless disintegrating planets drifted, not a trace of life. The stars barely lit the darkness of this world she is in. In the distance, she saw a giant with a flaming head turn to look at her. Weiss felt terror as the malicious smiling face gazed at her.

"Others filled with malice and hunger. Dark places where powers older than time lie ravenous…and waiting."

Finally, she stopped. Below she saw countless galaxies of color. Somehow, she could breathe through this.

"So, who are you in this vast multiverse, Ms. Schnee?" Doctor Strange asked. "I suppose that's what we are about to find out."

The pull returned. Weiss found herself in that tunnel of colors. Then, she found her face pressed against something cold. Checking to make sure her limbs are working, a moment of pause, she lifted her head to see the Sorcerer Supreme standing over her.

"How was your first experience with the multiverse?" Doctor Strange asked, nonchalantly. "I'm going to be honest; I stole those lines from my mentor. But do you see?"

"The multiverse?" Weiss asked as she raised her body shakily. "Did you have to put me through that to prove that the multiverse theory is…true…?"

She finally got a look at her surroundings. The two are in a forest, better yet a frozen forest. The cold she felt on her face came from the crushed snow. The color scheme however is only in different shades of white and light blue. The sight of this place alone is beautiful.

"Where are we?" Weiss asked, not taking her eyes off the place.

"I was hoping you could tell me," Doctor Strange said, much to her surprise.

"Wait, you never been to this place before?" Weiss asked incredulously. "Why did you bring us here?"

"The spell I used didn't just give you a road trip across the multiverse," Doctor Strange answered. "It sent you to the dimension in which you draw power from. I simply followed you."

"What are you talking about?" Weiss asked in confusion. "I don't understand."

"Magic isn't as omnipotent as you think Weiss," Doctor Strange said, turning to look at the scenery before them. "Everything has a cost. Are you aware of the law of conservation of matter and energy?"

"Yeah," Weiss nods as he returns his attention to her.

"Master of the mystic arts harness the energy drawn from other dimensions of the Multiverse to cast spells, to conjure shields, and weapons to make magic. Though the mystic arts, we harness the energy and shape reality. Your semblance follows that rule. In some cases, we draw power from entities such as gods and demons."

"Wait," Weiss said slowly. She decided to forgo the question about demons for now. "So, you're saying that this dimension is where…"

Doctor Strange looked at her with a smile. "Your summons has to come from, somewhere right? Did you think that your sister's summons appears out of nowhere?"

"I've never thought about that," Weiss muttered. Out of the corner of her eye, something moved. Weiss turned to it and took a step back. "That's…"

What was walking across the field is a boarbatusk. Only this one has white fur with blue outlines and eyes. It stopped and turned its head to look at them. For a moment, she wondered if it's going to attack them. To her relief, it turned and continued on its way.

"A Boarbatusk?" Weiss asked. "But why didn't it attack us?"

"I assume because it recognizes one of us as a friendly," Doctor Strange said, pointedly looking at her. "I have a feeling if threatened that it would've attacked me. Though I can safely assume the correct term would be 'they'."

"They?"

Weiss looked and found that Boarbatusk isn't the only thing that is in the forest. Coming out from behind trees are various white-toned Grimm. A pack of Beowolves rushed past them. An Ursa was pawing a tree to get to a white hive above. Overhead, a Nevermore flew past them. The way they are behaving is not the familiar Grimm back on Remnant.

"They're just like my sisters' summons," Weiss said as she looked at the Grimm. Then she spotted a familiar one marching towards them, an oversized sword on its shoulder. "That's the Arma Gigas my father made me fight! That's here too?"

"Your semblance allows you to summon foes you defeated, correct?" Doctor Strange asked. Weiss nodded. "Well, I can imagine that this is where you and your sister pull them from. Each foe you and your sister defeat add to this dimension. If the Grimm ever had a soul, this would likely be an afterlife for them."

"That's kind of ironic since they've been designed to destroy us," Weiss remarked as she looked up at the Arma Gigas as it passed them. The Arma Gigas stopped to look at Weiss as if recognizing her. Then, it resumed its trek.

"So, this is where my semblance…I draw power from?" Weiss asked. She corrected herself mid-sentence.

"Seems to be the case," Doctor Strange nodded. "Now that we grasped the root of your power, we can get started on summoning. But first, we should return to the material dimension."

"Already?" Weiss asked. She wanted to stay and explore this newfound dimension. This source of her power. To explore the mysteries of this place. But she can do that after she masters her glyphs. Maybe even…

Behind her, a circular portal opened in front of Strange. Weiss was prepared to follow before Doctor Strange stopped her.

"I'll go first and wait for you on the material dimension," He said. "You're going to have to make your portal."

"Why?" Weiss asked, aghast at the thought of him leaving her here.

"I thought that you'd want to learn to exit this dimension," Doctor Strange clarified. Weiss stopped and thought about it. "Just in case you wind up sending yourself back here by accident."

"We wouldn't want that, would we," Weiss conceded. But deep down, she was excited. She came all this way to improve her summoning, now she found something more. A way in and out of this new world of hers. Inside her is born thirst for knowledge.

What else could she do?

"Just to make sure you get back I should show you how we travel dimensions. Pay attention…"

She wondered what the others are doing. She hoped they are having a good time as she was.

* * *

_Meanwhile, One hour after Fury's arrival…_

A full moon shined on the night sky as Blade ran across rooftops with his speed. The urge of going after Dracula filled his body with adrenaline. This vampire must be the worst of the bloodsuckers next to him. But there are worse things out there tonight.

Him.

A few meters later, he came across the location. From his position, he spotted the abandoned warehouse where the meeting is being held. He crouched down and surveyed the area. He arrived thirty minutes earlier than the meeting time. Plenty of time to set up an ambush.

His thoughts drifted back at the mansion. He wasn't completely in the dark regarding those kids back on Remnant. Heck, he even received the files on them on his way back from Transylvania. These kids have been trained to face the monsters known as Grimm and soon they would have to face the mother of those monsters. This Salem sounds as bad as Dracula.

If they died to the Vampires, they wouldn't have a chance of getting back to their homeworld. Not to mention finding a way to kill the witch responsible for making their lives hell. But she comes after Kang. Which is why he can't bring himself to take those kids with him. They are safer back at the mansion.

This was his job alone.

"Time to get down to business," Blade said.

Just as he was about to jump down, he heard soft footsteps behind him. He stopped. Whoever was following him seemed to be an expert at sneaking up behind him. But years of Vampire hunting and his physiology have made that option null.

Blade stepped off the edge and let himself fall. Turning in midair, he grasped the edge of the building and pulled himself back up. Blade collided against his would-be-assailant. To his surprise, the assailant seemed to have vanished upon contact. Not letting up, he brought his lunge into a roll and sprang back on his feet. He drew his blade to slice at what he assumed to be a shadow vampire.

Instead, it was something that annoyed him the most.

"I thought I told you, kids, to stay at the playground," Blade said to four of the Remnantian teens and three of the Secret Warriors. They are all in their costumes and gear.

"We came to help," Yang said stubbornly.

"Look, we get it," Blake said, stepping forward. "We aren't your first choice. But like it or not, you need us. Trust me, I know what it's like to take things on your own. It doesn't bode well."

"If this vampire is as dangerous as Dracula then we can't sit this one out," Patriot said. "Whatever this game-changer is, we can't let him have it. Face it"

Blade growled. "Okay. Just remember…your choice."

Turning around, he beckoned them to follow him as he leaped down. The teenage heroes followed after Blade. Jaune had the sense to use Crocea Mors hang glider form. America just flew over and landed within the fields of the warehouse. The others scaled the fence with Blade.

They entered the warehouse. There are abandoned crates and barrels covered in dust. It was illuminated only by the light of the moon.

"How many of you brought the gear I gave you?" Blade asked. All of them raised their hands. His nose sniffed their scent. "All of you? Good."

He pointed at Jaune and Pyrrha. "You two take the flanks, drive them center."

He pointed at Ms. America and Inferno. "You protect him. Judging by the symbol on his suit, I'm guessing he has a thing for fire. That will be useful in this fight. Take him to the catwalks, when I give the signal, you pepper them with vampires."

"The rest of us will set up the traps," He gestured to himself, Yang, Patriot, and Blade. "Get to it."

Everyone nodded and got to work. Jaune and Pyrrha took the position behind a crate on each side. Ms. America wrapped her arms around Inferno and took off to the catwalks above. Blade and his group began setting up the traps.

"So, what can we expect?" Yang asked as she set up a laser tripwire. "From the vampire I mean?"

"Expect what you heard about them," Blade answered as he handed her a stake. "Just in case."

"Okay," Yang nodded as she accepted the stake. "Anything else."

"If those weapons of yours can cause a bloodsucker to burst into flames, use it."

"No crosses?" Blake asked.

"That only works for the faithful. The truly faithful. Silver is hard to find and expensive. Anything else?"

"Nothing at the moment," Yang said. They continued in silence. "So…how did you get into the vampire business? Just wondering."

Blade stopped what he was doing. Yang felt that she struck a nerve. She was about to tell him to not mind her when she answered.

"One of them killed my mother."

"Your mother?" Yang asked in surprise. Even Blake stopped what she was doing to look at the Vampire hunter. She was immediately reminded of Summer Rose, Ruby's mom. She left one day and never came back. They assumed she died on a mission. "How? Wait, is that a dumb question?"

"Kind of," Blade said. "My mother was still giving birth to me when it happened. She was experiencing labor pains and sought out a doctor. Doctor Deacon Frost was a ravenous vampire who proceeded to feats on her as she gave birth."

He growled as he said that last part. Yang and Blake could sympathize with his anger.

"During the feeding, he passed a series of enzymes that altered me. Frost was driven away before he could kill me. Even now, he's regretting that he didn't kill me."

Blade said nothing. But two remnantians could tell that Decon Frost had already met his end by his blades. They let him continue.

"A few years later, I met a man named Jamal Afari. A vampire hunter. He saved me from being killed by vampires. He trained me to be a vampire hunter like him and I took the name Blade. The weapons I used to kill vampires. I've hunted vampires ever since and I don't plan on stopping."

Yang and Blake took in his story with respectful silence.

"I get that you might not want sympathy," Yang said solemnly. "But my sister lost her mother when we were young. She just went on a mission and she never came back. We assumed that she's dead."

"The red-cloaked one, right?" Blade asked. Yang nodded. "Thought so. Stark sent me your files. She seems to be optimistic despite what's happened to her."

"That's our Thorn," Yang said with a smile. "Even in the darkest of times, she can be a bright light for us when we lose ours."

"Yeah," Blade said, facing her. "I can already tell that she is. That's why I didn't want to bring you on this mission. I don't want any of you to lose that light. Not before you get the chance to take back your home."

Blade suddenly perked up.

"They're here," He whispered. "Hide and do not make a sound."

Everyone took their places behind crates and waited. Minutes later, they saw the headlights of a black SUV pulled up into the warehouse. The doors opened, and four men came out. Each one is dressed in a two-piece black suit with a white shirt and tie. One of them, they assumed to be the leader, is carrying a black case.

Blade felt a tap on his shoulder. Fortunately, he was smart not to react because it was Blake holding her scroll out to him. She must have figured that they wouldn't hear her typing. He took the scroll and read it.

_They look like humans. What are they doing here?_

Blade typed in his response and handed it back to her.

_ That's because they're the Mystikos Sect. There is a total of eighteen sects. Unlike the others, these vampires infiltrated human society and embrace the modern world. Meaning that these guys have to walk in broad daylight to go unnoticed. These guys must be giving the secret to their deception away._

"Are you sure that this is the place?" One of the Mystikos vampires asked.

"It is," The leader said, nervously glancing around. "But I feel like something is wrong. Could it be that…"

"Gentlemen."

The Mystikos vampires flinched from the voice that seemed to resound from everywhere. Out of the shadows of the warehouse, a figure emerged. The figure wore body armor with long pouches across his waist. Red eyes gazed out from helmet with a respirator tube trailing down and to his left. On his back is a minigun that they do not doubt that he had a problem carrying. On his right shoulder, they noticed something that seemed to be a plant. They would call it a plant, but they saw the red eyes and they knew it was alive.

"What is there to fear?" The newcomer asked. "I arrived as we agreed."

"Apologies Lord…" The leader gulped when the eyes glowed red. "I mean, Shadow Colonel. We heard that Blade has been attacking our kind. We thought that he might find this place."

"Indeed," The Shadow Colonel groaned. "Well deal about that later. Do you have what I asked."

"Of course, Colonel," The leader said as he presented the case to him. The Shadow Colonel nodded as he took it and opened it. Judging by the sharp intake of breath, he was pleased with whatever he saw.

"This truly is the game-changer," The Shadow Colonel said as he closed the case. "Can these be massed produced?"

"Yes," The Mystikos leaders nodded. "You are the first to receive them. We can begin by early morning."

"Good," The Shadow Colonel set the case down. "Then I suggest you take your leave. Now."

"What? But why…?"

"Because you are correct about one thing…"

Before the eye could blink, the Shadow Colonel turned around and drew the minigun off his back. He fired upon the crates that Blade and his group are hiding. Patriot raised his shield to block the bullets as it shredded the crate he was hiding behind. Yang and Blake, choosing to conserve their aura, rolled and dodged the gunfire with Blade. The Shadow Colonel stopped firing.

"…Blade is here," He said. "And he brought friends."

The Mystikos vampire wasted no time in scampering to their SUV. Yang and Blake moved to pursue but Blade stopped them with a hand behind his back. He drew his blades and took a step forward.

"So…Shadow Colonel," Blade said. "What's in the case that you and your buddies want so bad?"

"You will see in due time Blade," The Shadow Colonel answered. "And you pick children to fight with you. How disappointing."

"Hey!" Yang protested.

"The partners change, but the dance is the same," The Shadow Colonel said. Something about that irked Blade.

"I heard that from Dracula before," Blade snarled. "You know where he is?"

"Indeed," The Shadow Colonel breathed. "Not that you will live to hear it."

"We'll see about that," Blade shouted as he charged forward. He didn't get far as a shadow fell over him. He jumped backward just in time to avoid the beast that nearly pounded him. The beast looked to be a dog, but its face looked as if someone peeled it off to expose the skull. It bared its fangs at the vampire hunter.

"Great, another dog," Blake groaned.

"You aren't the only one that brought friends Blade," The Shadow Colonel said. "I should introduce them. Though I should introduce the new guy first."

"New guy?"

"It took a while to get him under our control," The Shadow Colonel said. "He keeps resisting, but as long as we have the words, he has to comply. Why don't you introduce yourself? Mephistopheles Vindicta!"

At those words, the heroes felt a heatwave crash into them. They shielded themselves from the glare as something rode through the warehouse and stopped in front of them. They lowered their arms to see what it was.

In front of them is what America would've called a 1969 Dodge Charger. One that's in flames. The engine and tires are wreathed in fire. From behind are a trail of flames from where the car traveled.

The driver's side opened and out came something that terrified the Remnantian girls. A hulking figure with a flaming skull towered over them. Its hands are wreathed in flames. Spikes adorned his outfit and a flaming design flickered on a black jacket. Where it walked, it left a footprint of flames.

It slammed the car door shut and made its way towards them. It was preparing to attack.

"Blade, what sort of vampire is that?" Yang asked. When she didn't get an answer, she turned to see the vampire hunter staring up at the demon in shock.

"Reyes…?"

"I'm sorry blade…" Robbie Reyes said. "But these guys have my number…please…get away…!"

He charged at him with a fist raised.

**[~][~]**

** That's it for this chapter. Sorry to cut it off right when we got to a vampire fight, but I'm already reaching the TMI limit. Teams RWBY and JNPR had their first encounter with Vampires (well, most of them). How this will end? Tune in to find out.**

**Once again, I would like to thank trestwho for helping me with this fic. Without them, it wouldn't be possible.**

**On to Q&A:**

** Hotshot6: Relax the punpocalypse hasn't happened yet. OR WILL IT? Ha ha…I'm just messing with you. OR MAYBE NOT.**

** Dark Mage Wyvern Lord: You will see.**

** D. : You will see how they get home. Though not in a way they would expect.**

** The mysterious Mr.E: I do not doubt that Ultron will label Penny a mistake but Vision will defend her. How that plays out, you will have to wait and see.**

** Drake G. Reaper: Why would Kang be willing to listen to Salem when he hates her for what she did to his time?**

** Chaldea: Yes, I do. Let's just say he will play a developmental role.**

** Vein Bloodborne: I imagine he will have an even more difficult time when fighting Venom.**

** That's all for now. See you all next time**

** Thanks for reading!**


	18. Interlude: Black Panther

**Remnant's Mightiest Heroes!**

**Interlude: Black Panther**

**[~][~]**

In the dead of night, Teams RWBY and JNPR stood back to back in a jungle. Each of them had weapons drawn.

"Anything?" Jaune whispered to Ren. The leader of JNPR held an earth sword and shield.

"Nothing," Ren said, keeping two pistols with bayonet attachments pointed at the foliage. "I'm not sensing him."

"He's bound to strike anytime now," Blake said, her amber eyes checking the foliage as well. She and Ren are using their sense to see if they can spot their opponent before he struck. "We have to be ready."

"Anyone else nervous?" Ruby asked as she held her scythe. "I mean this is one of the Avengers after all. Plus, Cap said that he's able to gain the upper hand on him and he only beat him once when he wasn't his usual self …"

"We all have to face strong opponents at one point, Ruby," Weiss lectured as she held her rapier. But everyone could see her hand trembling all the same. "If we don't face them, we'll never do."

"I agree," Yang nodded. "Plus, I need to make those surprise attacks on me worth it. I'm still pissed about the shower attack!"

Everyone winced at that memory. Director Fury made it clear to expect surprise attacks on them. One time, he had Agent Romanov attack them in her seat. Another time, Clint fired a net arrow at them during their morning laps. Then, just last night, Vision showed up and scared everyone to their embarrassment.

"If you ask me, Fury is taking the whole surprise attack way too seriously," Weiss nearly shrieked, a blush on her cheeks.

"In his defense, we have to expect an attack at any time," Pyrrha said as she kept her spear and shield ready. "The real world is unfair that way. We need to know what to do whenever an unexpected situation pops up. Director Fury is just simulating that event."

"Well can he do it outside of shower time?" Weiss asked heatedly. "We only get fifteen minutes and I want to spend it accordingly."

"Yeah," Nora piped up and grips her hammer tighter. "I missed several pancakes at breakfast time because of Wasp stinging my butt!"

Any more words are cut off when they heard a tree snap. The huntsmen-and-huntresses-in-training tensed up and became more alert. They looked around warily to where the sound came from. Nothing happened for a few minutes, except for the rustling of foliage from the wind. Then, they heard it again.

"There!" Ren pointed to the direction where the sound came from. The Remnantians turned to where the sound came from. But nothing happened.

"He's not there," Jaune said as he turned around. "Ren, maybe we should go and scout ahead for—"

Jaune stopped talking when he saw that Ren is no longer with them. The only thing that can be seen are the two pistols that fell to the ground. Their friend is nowhere to be seen.

"Ren!" Nora cried out. She scanned the trees with furious eyes. "I'm coming for you Ren!"

"Nora, wait!" Jaune called out, but there was no stopping her. Nora ran into the foliage in search of her childhood friend. "Nora!"

"Don't Jaune!" Pyrrha said as she grasped his hand before he could run after her. "That's what he wants! He wants us to follow so he could pick us off one by one!"

"She's right," Weiss said. "We need to stick together-"

The moment she said those words, she was suddenly pulled into the foliage. They could hear her cry out as she was taken down.

"Weiss!" Ruby cried out with faux tears. She reached out towards where she was taken. "Don't leave me! Not like this!"

"Come on!" Yang roared as her eyes turned red. "Where are you?!"

The remaining huntsman and huntresses became alert. Blake's ears twitched as she tried to pick out anything to find their opponent. Her amber eyes scanned the foliage and dropped to the ground. It was there she noticed the footprints.

Eyes wide, she followed the trail of them until she can see the end right behind her. On instinct, her semblance took an unseen blow and she reappeared at a distance. Quickly, she scooped up some dirt and tossed it at where she thought she was attacked. The dirt flew and hit something standing there.

"He's right there!" Blake called out. Her friends turned to where she was looking and saw the floating dirt.

"We got you now!" Yang cried as she reared her fist back. Seeing that the invisibility is useless, their opponent dropped the invisibility. Their opponent expertly parried Yang's blows with his forearms, the impact of her blows rippling his black suit with purple energy. Their opponent then swept Yang off her feet and punched her in the head. Not stopping to look, he focused his attention on the rest of her friends.

In a burst of rose petals, Ruby charged at their opponent and swung her scythe. Their opponent merely stood there and let the scythe slash across his suit, with no damage whatsoever other than ripples of purple. Ruby is surprised that her attack did nothing and shrank when the opponent looked at her.

"Eep!" The opponent then threw a fist at her and she dispersed into rose petals just in time to let Jaune run-in with his shield raised. The opponent held out his arms to grapple with the shield head-on as Jaune pushed him by an inch before stopping. Then, the opponent's fingers grew claws and he lifts them to slash down on the shield leaving claw marks on it. Jaune's eyes are wide at the damage the opponent did to his shield. The opponent, on the other hand, didn't allow him to focus as he jumped up and kicks off his shield in time to avoid a spear strike from Pyrrha. Grabbing her by the shoulders in midair, he pushed her into Jaune, the impact shattering his shield.

As he landed on his feet, he felt something wrap around his arm. A glance revealed Blake has restrained him with her kurasagima with all her strength. A cry drew his attention to Jaune, Pyrrha, and Ruby charging at him with their weapons raised. The opponent deftly dodges Ruby's strike again and slashed his free claw down upon the weapon, cutting it clean in half. Ruby didn't have time to turn into petals as her opponent kicked her away. Jaune attempted to strike him with his sword, only for the opponent to block with the chain, wrap it around the blade, and yank it out of his hand. Backhanding him with his fist, he focused his attention on Blake who still restrained him.

Grasping the chain, the opponent pulled Blake off her feet and flying towards him. He swiped at her only to hit a shadow, but he was counting on that. Using his acute instincts, he swung the kurasagima at where her real body would reappear. The chain wrapped around her, pinning her arms to the sides and restraining her legs. Once again, the opponent yanked her towards him and he punched her in the head, shattering her aura. Just as he did with the others.

"Blake!" Yang cried out. Snarling, she charged at the opponent with a haymaker he easily dodged. He struck her in the head with two swift strikes before roundhouse kicking her to the edge of the battlefield. Not stopping to look, he glanced at Pyrrha and Jaune who had recovered his sword.

Deciding to take the initiative, the opponent charged at Jaune. Before he could react, the opponent stuck at the solar plexus, the knees, and the elbows. With an uppercut, Jaune briefly flew in the air and fell to the ground unmoving.

The opponent faced the invincible girl, who looked more than hungry for a challenge from him. Together, they charged at each other. The opponent slashed at her with his claws and Pyrrha deflected them with her shield and semblance, not wanting the claws to shatter it like Jaunes. Pretty soon, they are dancing around each other, trying to gain the upper hand. She knew that her spear is nearly useless with the attacks being null. So, she tried a different approach.

Drawing the opponent in, she turned and positioned the shaft of her spear behind his head. She then threw him over her using her weight. For a moment, she thought she had him. But as he fell, the opponent grabbed her spear. Planting his feet onto the ground, he used the same maneuver against her. Pyrrha found herself flying through the air and her weapon ripped out of her hands. She landed on her back with a grunt. Looking up, she saw her opponent snap her spear in half and approach her at a speed she knew she couldn't match. Right before he could shatter her aura, a wave of heat washed over them.

The opponent turned to face Yang who had activated her semblance. Yang crouched down and pushed her legs off the ground towards him. The opponent prepared to strike only to feel his body unable to move. His suit is glowing black which led him to turn his head to Pyrrha, who held a hand to restrain him with her semblance. She was able to restrain him long enough for Yang's fist to make contact with his face, making a massive shift in the air that made the dirt fly. The victory was in the bag.

To their shock, however, he didn't move an inch. Yang's semblance boosted punch only made his suit glow even more purple. This was all that their opponent needed as from him a burst of purple energy emitted. The force is enough to push Yang and Pyrrha off their feet, the latter losing control of her semblance. Freed, the opponent shattered Pyrrha's aura with a kick before Yang's with another punch to the head.

That left only Ruby. The opponent turned to face the silver-eyed girl, who shrank when he approached her. As he stood over her, Ruby said two words.

"I yield."

Their opponent stopped and folds his hands behind his back. The panther mask seemed to shimmer as it revealed the face of T'Challa, the king of Wakanda. As he looked around, the jungle faded and is replaced by the training room of the Helicarrier. The rest of Ruby's friends are revealed to be lying down on the ground groaning.

"So how did we do, your Majesty?" Weiss asked as she lined up with the others. T'Challa appraised them individually.

"You have done well in this exercise," T'Challa said. "But you still have room for improvement."

He turned to Ruby. "Ruby, you need to improve your hand-to-hand combat skills. You froze the moment you realized that you have no weapon."

"I'm still working on that," Ruby chuckled, but it's without self-esteem. "But it isn't exactly my forte."

"You may find fighting isn't always about hitting your opponent. Sometimes you can use your opponent's strength against them. Just like I demonstrated."

He focused on Weiss. "You have a great mind Weiss, but you must be aware of the moment at all times. That is an important aspect of combat. One that is easily lost when you focus on petty matters such as being attacked while showering. Otherwise, you might have spotted the footprints like Blake."

"I understand, your majesty," Weiss nodded as if being scolded by her older sister. She was sure that she would murder her if she found out about this…improper conduct.

"Blake, well done in spotting me among you and taking the initiative in restraining me. But like Ruby, you need to hone your combat skills. You cannot always run from your problems."

Blake nodded at the truth of his words.

"Yang, I see Banners lessons have helped you control your anger. But you cannot always rely on your semblance as it can be used against you. Just like I demonstrated."

"Okay…" Yang mumbled but agreed.

"Jaune, you are becoming more of a warrior by the days you are here. But there are some things that your aura can't protect you from. Bear that in mind."

"Of course, your majesty," Jaune said. The blonde boy decided to start a list about that from now on. Just to keep track of for later.

"Pyrrha, you are a worthy opponent. I do not doubt that the warriors of Wakanda would want to have a spar with you. But if you keep relying on the same tricks, you may find yourself growing sloppy. That is how you stop growing."

"I will take this to heart, your majesty," Pyrrha said with a smile. She meant it. Her bout with the king of Wakanda made her feel less of the invincible girl back on Remnant. She felt more like Pyrrha Nikos again.

"Nora, love is an important emotion, you must be in control of it."

"Love?" Nora blushed at that. "No no no! Ren is my childhood friend! We're not together! I mean, we grew up together, but we're not THAT together!"

T'Challa smirked as Nora kept muttering on. He was half tempted to tell her that he can smell it between her and Ren but decided that it would be inappropriate. Plus, she and Ren need time to get their feelings straight. Speaking of the man…

"Ren, you cannot always trust your senses. Your enemy may use methods unknown to you to fool you. Keep that in mind."

"Of course, your majesty," Ren said stoically.

"Now that that is settled…" T'Challa's smile became a frown. "You all chatter like a pack of monkeys! I don't need to enter the arena to hear your chatter. ANYONE could have heard you. If this were a real mission, you would've been dead or worse captured."

The remnantian teens flinched at this rebuke. Despite the harshness, the king of Wakanda had a point. It was also one of the reasons that they lost this training session. T'Challa then softened his tone.

"If you don't know where the enemy is, they shouldn't get to know where you are. Bear that in mind the next time we do this."

"Of course, your majesty," Ruby nodded. "So…is it breaks time?"

"Yes," T'Challa nodded. "You all earned a respite."

"In that case…" Ruby zoomed up to the king of Wakanda with stars in her eyes. "So, what're the specks of your suit? I saw the claws, but I want to know more! How did you do that energy thing? It's like an upgraded version of Yang's semblance! How did you get past us? Does your suit have some kind of sound-dampening boots with the invisibility thing?"

"Ruby, show some respect! You are addressing a King!" Weiss scolded and pulled her away. Ruby pouted at her partner's expense.

"It's alright Weiss," T'Challa said with a smile. "It's fine to be curious about the Panther Habit. I think you and my sister Shuri would get along just fine. She shares your interest in weapons and technology. She the head of the Wakandan Design Group, our research and development branch."

"Really?" Ruby asked.

"Definitely," T'Challa nodded. "As for the Panther Habit, it is a Vibranium-weave suit used by the kings of Wakanda and by extension the Black Panther. Upgraded every generation."

"Wait…Vibranium?" Yang asked slowly. "As in the same Vibranium that Caps shield is made out of?"

"Precisely," T'Challa answered.

"So that's why our attacks weren't doing anything," Weiss surmised. She had read about Vibranium and its properties. It's noted for its extraordinary abilities to absorb, store, and release large amounts of kinetic energy. That must explain the purple glow that the suit emits when they strike him. "You are wearing an indestructible suit."

"I can assure you that Vibranium is far from indestructible. I recently created a new scientific field called Shadow Physics. It's a dangerous discipline that combines alchemy with science. One of the perks of this field is being able to create weapons that can be effective against Vibranium."

"You created a new science AND can make anti-Vibranium weapons?" Ruby asked excitedly like she is hearing music for the first time. "Wakanda technology is amazing!"

"Indeed, you just might give Atlas a run for its money," Weiss said. "Just how did Wakanda become so ahead of humanity?"

T'Challa thought for a moment. "Would you like to hear the tale about my home?"

The Remnantians nodded, eager to hear the tale. T'Challa took a deep breath and remembered his father's words.

"My father told me this tale when I was young," T'Challa spoke. "Millions of years ago, a meteorite made of Vibranium, one of the strongest substances in the universe, struck the continent of Africa, affecting the plant life around it. And when the time of men came, five tribes settled on it and called it Wakanda. However, these tribes wanted the metal for themselves and went to war."

The huntsmen-and-huntresses-in-training remembered how their planets great war started. Atlas and Mistral wanted to suppress free will to avoid Grimm while Vale and Vacuo didn't agree with them. They imagined what would've happened if they fought over dust. A certain heiress knew a certain man who would do anything to obtain what he wants.

"One day, a warrior shaman received a vision from the panther goddess Bast, who led him to the Heart-Shaped Herb, a plant that granted him superhuman strength, speed, and instincts. That warrior became king and the first Black Panther, the protector of Wakanda."

"So, the king is also a superhero?" Jaune asked. "That's amazing!"

"Before me, the king is the protector of Wakanda and not a superhero," T'Challa said. "His duty is to Wakanda above all else. With the tribes swearing allegiance to him, Wakanda became advance in technology than the rest of the world at that time. But that time was filled with chaos. To protect itself, Wakanda built a cloaking field and isolated itself from the rest of the world. Until the modern era."

"What changed?"

"It all began when a man by the name of Ulysses Klaw, also known as Doctor Klaw, stole Vibranium from us," T'Challa's eyes darkened. "He was helped by my uncle, Prince N'Jobu, who felt that Wakanda's isolationist policies weren't helping Wakanda. Stealing the lives of several innocent Wakandans."

The teens were horrified that T'Challa's uncle had betrayed his country. More so that he got several of his countrymen killed.

"Why would he do that?"

"N'Jobu had fallen in love with a woman at America and had seen African Americans being oppressed and beaten down," T'Challa explained. "He stole Vibranium weapons to help them rise, but it would end with a bloodbath. Right before he was to be brought to the council to stand trial for his crimes, my father killed his brother."

"He…what?" Weiss asked with horror matching the others.

"Why would he kill his brother?" Yang asked incensed. She couldn't imagine killing your own sibling.

"One of his men, Zuri, was sent to spy on him," T'Challa answered. "When his betrayal was exposed, he tried to lash out at him, but my father killed him to save his life. He was then ordered to never speak of it to anyone back in Wakanda."

T'Challa stopped for a moment to catch his breath.

"What he didn't know was that he had orphaned his son. Erik Stevens, otherwise known as Erik Killmonger. He teamed up with Klaw to take get revenge on Wakanda and take the throne in exchange for Vibranium for his sound weaponry. I succeeded my father by the time he arrived at Wakanda. I lost to him in a fight for the throne."

"Wait, you can challenge someone for the throne?" Yang asked.

"If anyone disagrees with the candidate for king, they can challenge him," T'Challa explained. "As I said, I have lost, and the throne went to him. When I was dying, he began his plan to give weapons to who he feels are the oppressed. This action would've made the world burn in his so-called revolution."

Everyone digested this in silence.

"Your majesty… forgive me for saying this," Yang said, angry but nervous. "But it feels like it's your fathers' fault."

"It's alright Yang. He and my ancestors were wrong. They are all wrong to turn their backs on the rest of the world. We let the fear of discovery stop us from doing what is right. That is why I cannot rest while a monster we made sits on the throne. I told them this myself when I saw them in my death bed."

That last part confused them. "How did you see them when you were dead?" Weiss asked in disbelief.

"Another power of the heart shaped-herb allows us to temporarily enter the Ancestral Plane," T'Challa answered. "This allows us to see our ancestors whenever a new Black Panther has taken on the mantle."

"Wait," Jaune said slowly. "So, you can communicate with the dead?"

"Yes," T'Challa nodded. "But the herb is a national treasure of Wakanda. When Erik assumed the throne, he burnt down the herbs so that no one may use its powers against him. Shuri was able to get one to heal me from my injuries. We barely managed to save what little herbs were left. Therefore, the herbs are under constant security and restricted to the passing of the mantle. Please don't expect us to just hand it to you because you ask for it."

"We weren't going to," Ruby lied. "But we understand that it's a national treasure."

The Black Panther's nostrils briefly flared but nodded his head and continued his story.

"Erik was filled with nothing but hate, and therefore unfit to be king. So, when I recovered, I went back and challenged him for the throne. I was joined by the Jabari, a tribe that didn't swear allegiance to the king until that day. We fought to protect our country from itself. I battled and defeated Killmonger. I offered to heal him, but he would rather die. So, he pulled the spear out and let himself bleed to death."

"Why did he let himself die?" Blake asked. When the more she learns about Killmonger, the more she sees Adam Taurus standing in his place. Someone willing to let the world burn for their people, continuing the cycle of hatred.

"Because he'd rather die than go to prison," T'Challa answered. "Despite his circumstances, he still must answer for his crimes. Knowing that, he took his life."

Everyone became silent, out of respect for the King of Wakanda. It was Blake who broke the silence.

"What did you do next?" Blake asked.

"I revealed Wakanda to the world," T'Challa answered to their surprise. "As I said, we were wrong to turn our backs on the world when we can help it. I decided that Wakanda will share its resources to work with the world as one tribe. That includes my position among the Avengers."

The teens stood in awe of this tale. The king of the most advanced nation in the world willing to trade their precious resources throughout the world. Weiss spoke up next.

"Your Majesty…" Weiss spoke. "I'm glad that your planet and your country has a king like you."

Weiss meant it. Back on Remnant, there has always been a divide between Mantle and Atlas. The rich and powerful lording their wealth over the economically disadvantaged citizens. They could have chosen to help the city, yet they don't. After hearing T'Challa's tale, she hoped that one day that will change.

T'Challa seemed to have to guess what she meant, having read her file. "You can help as well, Weiss. Having a Dust company isn't the only way for you to make a difference."

Just then, the Klaxon sounded. T'Challa looked up. "We've been here long enough. It's time for you to go to your next class."

Everyone nodded and began to walk out the steel doors. Ruby was behind the group when T'Challa called out.

"Ruby Rose, may I have a word in private?"

Ruby looked over to where the King of Wakanda is standing and back at her friends. They were wondering what he wanted to talk to him about. Ruby waved to them, signaling she'll catch up with them, and they left. She walked back to T'Challa.

"Your Majesty?" Ruby asked warily.

"You weren't honest about wanting the herb," T'Challa simply said. Ruby became surprised at what he said.

"What do you mean," Ruby asked. "I told you that I didn't want the herb. None of us do…"

"I can smell dishonesty," T'Challa revealed to her surprise. "It's a skill that has served me well during my years as king. I can also smell emotions, which is how I can tell Ren and Nora more than close."

"You can smell all of that?" Ruby asked in amazement.

"Yes," T'Challa nodded. "Now, I can tell that you didn't want the herb for its powers. I assume that it has something to do with the ancestral plane?"

T'Challa didn't need to smell the air to tell that he is right on the mark. Ruby looked down and fidgeted. After a moment, she spoke.

"I don't want the power that it gives. I just…I figured that if I can use the herb…I can see my mom."

"Summer Rose?" T'Challa asked to which Ruby nods. T'Challa placed a hand on her shoulder for comfort. "I'm sorry that you lost your mother at a young age. It must have been devastating."

"It is," Ruby said sadly. "My mom is one of the best huntresses in the world. In the coolest team that my uncle told me. Team STRQ."

"Stark will want to sponsor them," T'Challa chuckled. Ruby shared his amusement.

"Yeah, he would," Ruby said before becoming downcast. "Then, one day, she left on a mission and never came back. Everybody assumed that she is dead. For ten years we still think she's dead. When you told me…us, about the ancestral plane and how you accessed it, I thought that I might be able to go and see my mom. Ask her why she never came back and what happened to her."

Ruby stopped talking. T'Challa understood the pain and anguish her family must have been through.

"Death comes to all of us eventually," T'Challa said. "I'm sorry if this sounds harsh, but it's true. When there's life, there is always death. One day, you will find out what happened to your mother. You don't need to visit the Astral Plane to find out. There may be answers waiting back on your planet."

Ruby seemed to perk up at that and thought of something. "What if Kang knows what happened to my mom? He's a time traveler, so he might know something!"

"You believe that you can just go up and ask him?" T'Challa asked with slight amusement.

"Oh no," Ruby said with a shake of her head. "We're going back to Remnant, kick his butt, and THEN ask him. It's much more fun that way and he deserves it after all he's done."

"That is a fine goal," T'Challa said. "That will help you fuel your desire to grow stronger than before. Speaking of which…"

"Oh crud, I'm almost late!" Ruby cried when she looked at her watch. She burst into rose petals and appeared at the door. Just before she exited, she turned back to the Black Panther and bowed. "It's nice talking to your majesty! I love the story of your home!"

As she exits, she saw T'Challa give her a warm smile. He knew just as his nation will live on, so will the young warrior's planet.

"Remnant Forever," He called after her out of respect.

**[~][~]**

**In memory of Chadwick Boseman. The Black Panther and the greatest hero out of all the Marvel Cinematic Universe.**

**Out of respect, I will not be answering questions.**

**Thank you for reading and please remember. Wakanda Forever.**


	19. Ventures and Vampires Part 2

**Remnant's Mightiest Heroes!**

**Chapter 14: Ventures and Vampires Part 2**

**[~][~]**

_Avengers Mansion_

"Last window," Ruby grits. Her body is stretching out of a window to attach a device to the top of the frame. As soon as she retreated into the mansion, the device descended to cover the window with a reflective sheet. Ruby closed the window and sighed.

"And that's the east wing," Ruby said. Things would've gone faster if she went outside to do the job. But with the threat of vampires, especially Dracula, she couldn't afford to take any chances. Not to mention the fact that they can't entire a home uninvited…if that's how vampires actually worked.

Ruby is still terrified at the revelations that the lord of vampires is real. She should've looked through the Datacrux more thoroughly. Blade is an Avenger so it's likely that they had encounters with Dracula before. Maybe she should look at it later for more information on Dracula. But for now, she'd better prepare herself for a fight.

"Might as well look at the weapons Blade left us," Ruby said. As she walked back to the common area, her thoughts drifted back to the vampire hunter. He reminded her of Blake during their early days at Beacon Academy. Focused on stopping Torchwick and the White Fang so much that she neglected her school life and friends. That unhealthy obsession nearly destroyed her if Yang hadn't convinced her to stop and take it easy. She couldn't help but worry about Blade as well.

"Let's see what we have," Ruby muttered as she sits down on the couch in the common area. On the table is a black duffle bag containing the anti-vampire gear that Blade left them. The moment she opened it is when her weapon fangirl mode took over.

"This is so cool!" Ruby gushed as she carefully spills the contents of the bag onto the table. "Silver hollow-point rounds! Toxin rounds! Hyper-Toxin grenades! Ultraviolet grenades! UV edge glaives! UV trip mines and…oh my god, he actually made a stake launcher! I'm in weapon heaven!"

"The west wing is finished," Daisy announced as she walks into the room. After Fury went back to the Helicarrier, she volunteered to help Ruby with securing the place. When she saw Ruby with the weaponry, she cracked a smile. "I see you finally got to see more of Blades goodies."

Ruby nodded eagerly. "I'm always a weapon nut back on Remnant. To be honest, I was expecting the usual wooden stakes, silver, garlic, and the rest of the vampire-slaying jazz. But this? This takes the cake."

"Blade knows his craft," Daisy said as she sat down beside her. She picked up a spray can of weaponized garlic. "Like innovation, it has to progress. He has to upgrade to stay ahead of foes like Dracula."

"Dracula…" Ruby lost some of her exuberant energy as she held a UV lamp. Daisy noticed this and looked at her.

"Something wrong?"

"It's just…" Ruby twiddled with her fingers. "I get that Dracula is real and he's dangerous as his legend states…but I feel like we should be out there helping Blade. Not staying here, cooped up in the mansion."

"Blade can handle himself just fine," Daisy assured her. "He's taken down various vampires in his career. We'll have to trust his judgment on this one."

"Yeah. I get the whole experience thing, but still…" Ruby trailed off, unable to make a convincing argument. The SHIELD agent thought for a moment.

"Tell me…" Daisy began tentatively. "Has Remnant ever had Grimm similar to vampires? Like human Grimm besides Salem?"

Ruby shivered. Not at the mention of Salem, but about a fairy tale that her mom used to tell her at bedtime. A tale that became a favorite for parents who want to scare their children into behaving. Especially when the centerpiece is a Grimm that would fit partly fit the criteria that Daisy described.

"We call it the Chill," Ruby said a little fearfully. "It's a Grimm that has the ability to possess us. When that happens, they are indistinguishable from another person. While possessed, they can't speak or sometimes repeat their victim's last word over and over. I don't know which is true. What's even scarier is that they can hop between bodies through touch make it even more difficult to tell who has the Chill."

The silver-eyed girl gave a humorless laugh.

"That inspired an old party game. In the game, we have to discover the Grimm in our midst before it's too late. I used to think it was fun back at Signal Academy, but with some of my planets fairy tales turning true and Salem, I fear them being under her thrall."

"Are they really that bad?" Daisy asked.

"Yeah," Ruby nods slowly. "In the fairy tale, one wiped pit an entire village in an entire night. I don't know if it's true, but she has access to Chills, she can have a town tear itself apart."

Daisy nodded at the logic behind that. If there are creatures like the Chills, she'd worry about facing them too. But knowing what you are facing helps with how to deal with them. It sounded easy in her head than executing it.

"Was there any record of huntsmen encountering a Chill?" Daisy asked.

Ruby looks at her as she answered. "No. At least, I haven't seen one personally, but I heard Professor Port mention it in one of his stories. There was this one time where a friend of his got possessed and he had to fight him off."

"What happened next?"

"I didn't get much," Ruby admitted. "I usually tune out his stories. I know, it's stupid, but listening to him drone on and on about his personal life does that to you. Anyway, I did hear that the chill can only possess a person for a few minutes. After that…I don't know…"

"If that's true, then you're lucky," Daisy said grimly. "Because I bet that huntsmen who encountered the Chill before would've killed those it possessed."

"Why would you say that?" Ruby asked in shock of hearing such a thing from her.

"Don't get me wrong Ruby. I feel the same as you," Daisy said. "But fear has always been a factor as long as there is life. From how it sounds, getting possessed by the Chill and being forced to do something bad is a horrible thing to happen to you. If there wasn't that time limit, someone may be forced to kill them. Sometimes out of fear of getting possessed. Sometimes they want to put them out of their misery to save the many. Deep down, they felt torn about killing them. I should know."

Daisy stopped to take a breath. Ruby digested everything that she said with a sad look. Did she kill somebody once?

"Who was it?"

"It's not important right now, "Daisy said. "He's still alive, but he's still sore about having his memories messed with. Again, long story because it would reopen an old wound that's already been healed. It's also why Blade didn't want you to come with him."

"Huh? Why would you say that?"

"Never forget that vampires used to be human before they turned," Daisy said with seriousness. "Blade knew that ever since he began his career. When you face a vampire, can you bring yourself to kill it knowing that they used to be alive? That they used to have a soul?"

Ruby felt conflict as she struggled to answer. She and her friends had fought the Creatures of Grimm and they had no souls. But as Daisy points out, killing something that used to be human didn't feel right with her.

"I don't know…"

"Exactly. I think the saying is that they who hesitates are lost. That's why Blade didn't want you to become involved with the vampire hunting business. He wanted to spare you from that pain."

"He does?"

"Blade may not say it out loud, but he cares for people. He's able to handle the pain because it's been with him ever since he was born. Right when his mother was killed by a vampire."

Ruby held a hand to her mouth. She was young at the time, but she remembered how devastated she and her family were when they lost her mother, Summer Rose. So that was what set Blade off on the road he walked.

"All his life, he hunted vampires so that no one will suffer as he did. Nor carry the burden when he puts the vampires out of their misery."

"But aren't there good vampires?" Ruby asked. "I mean, not all of them can be bad. Like, maybe we can find a cure for vampirism."

"It's not a bad thought to have," Daisy said with a smile. "As for good ones, Blade tends to leave them alone if he ever finds them. He still holds a grudge, but he will leave alone any who don't give in to the curse by spreading it and killing people, provided that they can convince him. We'll have to thank his time with the Avengers for that. I should know because we have a biochemist who is a vampire."

"Really?" Ruby asked excitedly.

"Yep, and you might call him a living vampire. He works at ARMOR, and if anyone can find a cure it will be him. Until then, we do what we got to do to defend people from vampires."

Ruby smiled at that. It was good to know that Blade does care for them in a tough-guy routine. Not to mention he has a heart of gold even during his hunts. Especially when he didn't want, she and her friends to be exposed to the dark side of his profession. She frowned as that thought crossed her mind.

"On another note," Ruby said. "Where is everybody? I had to rig the west wing all by myself."

"Me too," Daisy said with a. frown. "JARVIS, where are the others? It's starting to feel like we are the only ones in the mansion."

She only meant it as a joke. So, imagine their surprise when JARVIS answered. _"You are correct Agent Johnson. You and Miss Rose are the only ones in the mansion."_

"Wait…WHAT?" Ruby jumped out of her seat. "Where did they go?"

"_Miss Xiao Long said that she wanted to test out her new Sky-Cycle, which she affectionately named Bumblebee. The others wanted to join in to spectate."_

Both of them knew that excuse was as lame as the dog one. Daisy narrowed her eyes in realization. Ruby read her mind.

"They went after Blade didn't, they?" Ruby asked.

"Yep," Daisy said with a small pop and a snarl. "I'm going to kill them."

"Me too," Ruby growled as well. "I mean…not literally kill them. Just…you know, berate them. I mean, how could they just ditch me like that?! We're a team!"

"Why don't we ask them ourselves?" Daisy said as she fiddled with a wristlet. "Contact them and get their location. Once we have it, I'll get Lockjaw."

Ruby nodded and pulled out her scroll. Daisy tapped a button and from the centerpiece sprang a projection of Director Fury.

"Director," Daisy said. "We have a problem."

"Something tells me it's going to give me another sore," Fury groaned. "Report."

"Aside from Ruby and myself, they've gone after Blade," Daisy answered to which Fury slapped his head in frustration.

"Dammit! You two find them immediately. I'll check with STAKE on the HC's ETA. Full moon or not, it's time to monster up."

With that, the Director of SHIELD cut off communications. Daisy turned to Ruby as she tried to get in touch with her team. She can only pray that they are not too late.

* * *

_Meanwhile…_

Yang slammed into a wall of the warehouse so hard that it caused cracks to appear. The force that sent her flying sent a ringing in her skull. She rubbed her head where the blow struck as she got up.

"I'm going to feel that in the morning," Yang groaned. She checked her aura meter on her masks HUD. "Fifty percent?! What the hell is that car made out of?"

Things had gone south fast, especially since the Shadow Colonel summoned that flaming skull guy whom Blade called Robbie. Taking advantage of his apparent shock, he proceeded to punch him across the floor. Fortunately, he recovered in mid-air to reorient himself so that he lands on his two feet. He took out another katana and engaged the flaming man head-on.

The others moved to help him, but the Shadow Colonel made things difficult by summoning what the vampire hunter called shadow vampires. Unlike regular ones, these seemed to be made of darkness which made them difficult to fight.

Speaking of Shadow, she is currently being chased by what Blade calls, the hellhound. The giant mutt bounded after her at the heels. Every time his jaws snapped at her; a shadow clone took the blow. Yang was about to help her before getting rammed by the flaming car, which is now coming towards her again.

"I don't have time to pick a fight with a car!" Yang growled as she sidestepped to avoid the oncoming automotive. As it passed by her, she felt the heat coming off it. It didn't seem to feel like the fire she found during campfires. IT felt as if it were trying to attack her soul. Whatever it was, she doesn't want to be near it. As the car rams into the wall she previously crashed into, she ran to help her partner.

"Get away from me!" Blake shrieked as she is chased by the hellhound.

"Hey, I just wanted to live up to the dogs chasing cat's routine," Sarge, as the Colonel named, argues as he continues his pursuit. "Is that really a crime?"

"Yes!"

As much as Yang wanted to laugh at this, she needs to save her partner. Yang rushed over to intercept the dog before he could catch up to Blake. Rearing back her mechanized fist, she slammed it into the beasts left flank. Thanks to the power boost from her semblance stored in her arm, it sent the dog flying away from her and into a wall as she had been minutes ago. She didn't stop to look as she turned to check on Blake.

"You okay Shadow?"

"Y-yeah," Blake nodded. "I just can't stand dogs…"

"Now that really hurts," The girls turned to see Sarge picking himself up. Yang detected a slight wince. "That cutting remark and that last blow blondie land on me. She packed a hell of a punch."

"Oh, I can do more than just that," Yang snarked as her eyes turned red. "Want to see what I can destroy when I go all out?"

"How's this for an answer?" Sarge asked as he leaped towards them, jaws wide open to take a bite. Blake hid behind Yang who stood in front of her protectively.

Then, right in the maw of the hellhound, a grenade flew into it. The moment the hellhound bit down in surprise, it exploded. He crashed into the ground, coughing out smoke. The girls turned to see Blade walking towards them, another grenade ready in his hand.

"Really?" Blade directed that at Blake with a raised eyebrow.

"She has a thing with dogs," Yang defended.

"And she has no problem facing Beowolves?" Blade asked in a deadpan tone. "I read the files on the Grimm."

"I get it, it's ironic," Blake said as she steps out from behind Yang. "Can we focus on other matters, like that flaming skull guy? It sounded like you know him."

"I do," Blade said as he looked to where the aforementioned skull man is fighting with Ms. America. She dodged the skeletons blows, throwing out some in return. Her blows did little effect other than briefly forcing him back. Just as Yang is wondering why she's having problems with a skeleton, the hot head punched her. Despite being invulnerable, the force was enough to send her flying and crashing through a wall to the outside. The skeleton moved to pursue only for a barrage of missiles to hit him in the face. Growling, the skeleton turned to see Patriot as he receives his shield exiting drone mode.

"Come on!" Patriot shouted in a challenge. Beneath his mask, his eyes widened when the skeleton conjured a fireball in his right hand and threw it at him. Knowing that this isn't like Inferno's flames, he rolled out of the path of the fireball. The fireball exploded on the floor, burning so hot that the crates left no ashes, but a smoking crater with the smell of brimstone.

"His name is Roberto Reyes," Blade gives the long-delayed answer as he tosses the grenade behind him. Right when four more Shadow Vampires manifested, the grenade exploded in UV light evaporating them. "He's a fellow Avenger. In the field, he is known as the Ghost Rider, a spirit of vengeance."

"Ghost Rider?" Yang asked. "You make it sound like he stepped out of a ghost story."

"He might as well have," Blade answered. "While he's the Ghost Rider, he's strong enough to go toe-to-toe with Thor and Captain Marvel. In the Colonel's hands, he can turn New York into a smoldering crater by exploding in a mass of hellfire."

"Okay, I get it. We need to free him from the vampire's control," Yang said with her hands raised in surrender. Blake's ears twitched as she picked up the last thing he said.

"Wait hellfire…as in…"

"Yes, hell is real and so is heaven," Blade said dismissively. "Now do you want to spend the rest of the night wondering if you are damned or do you want to prevent hell on earth?"

Both of the huntresses-in-training gulped. Pushing away from the thoughts of eternal damnation to the deepest part of their brain, they focused on the Ghost Rider as he and America once again exchanged blows.

"So how do we beat him?" Blake asked nervously. "Without getting…burned up by him, I mean?"

"You don't," Blade said, much to their surprise and somewhat thankfulness. "The Ghost Rider is too dangerous for you to take on. I want you two, Knighthood, and Invincible Girl to go after the one pulling his strings."

"The Shadow Colonel," Blake said, turning her head to see the vampire-fighting Jaune and Pyrrha. The Colonel kept his minigun trained on both of them. Inferno is guarding their backs by bathing shadow vampires with his flames. "Judging by what he said back then, the Ghost Rider must be under some kind of spell."

"A satanic spell," Blade said in agreement as he drew his blades. "I'll take care of Robbie."

"Are you sure you can handle him?" Blake asked. She was still spooked that hellfire is a real thing. Especially Hell.

"I have an idea on how to get him back to his senses," Blade answered. "As for you, I'd rather let your opponent be the colonel than Robbie. Your aura is a manifestation of your soul as I am told. Which, by your definition, makes you more vulnerable to hellfire. Trust me, it's nasty stuff."

"No kidding," Yang groaned. "But wait, what about the mutt? Wouldn't he know the spell as well?"

"I have a name you know!" The three of them turned to see the hellhound back up. He had finished coughing out smoke and is glaring at them with his empty eye sockets. Crouching his legs, he leaped towards them.

"Yes, we know!" Patriot shouted as interposed himself between them. He raised his shield to block the front hands of the hellhound. The moment they made contact; he reorients himself so that he redirects Sarge into another direction. As the hellhound twisted himself to face them again, America came out of nowhere and slammed into him.

"You two deal with the Colonel," Patriot said to Yang and Blake. "America and I will keep the mutt off your backs. We'll assist Blade with the Ghost Rider as much as we can."

"Just get out of the way when he starts fighting with fire," Blade warned, He pointed his blade towards where the vampire is fighting with the rest of their friends. "Ignite. Shadow. Get to it. I'll clear a path."

As he said this, he charged into a horde of shadow vampires. With his vampiric speed, he hacked and slashed at them. Like being exposed to UV light, the shadow vampires faded the moment they are cut down. Occasionally, Blade would throw a glaive with UV edges at a group of snarling shadow vampires.

"Bet Thorn would love to see what those blades are made of," Yang commented. "Come on Shadow, we can't let him have all the fun."

Together, she and Blake charged ahead to get to the fighting. Before they left Avengers Mansion, they made the necessary modifications to their weapons to better combat vampires. Blake shifts Gambol Shroud into blade form, no longer feeling to hold back against these monsters. The edge of her blade glowed with the purple UV light. Yang's arm and gauntlet glowed at the knuckles. They stood against the snarling vampires before them.

"Come and get some!" Yang cried out as she punched the nearest shadow vampire. The moment her fist connected, the ultraviolet turned the vampire into smoke with a hiss. Yang didn't break a sweat as several more came at her. A few managed to slice at her, but her aura protected her from the damage. The blonde knew that she couldn't afford to let them overwhelm her and wear her out. It felt like a video game boss level where the minions are meant to wear the party out.

She vaguely remembered that combat session with ants. Time to try out that new move she cooked up with Ember Celica. Vampire slaying addition.

The light of her weapons glowed brighter as she stretched out her arms. With all the strength she could muster, she clapped them together. A shockwave shot out, infused with the UV light. The shockwave passed through them, causing them to turn to the dust they call darkness. The wave of light continued until it evaporated. Yang looks at her handiwork and whistles.

"What do you know, it worked," Yang grinned. "Got to thank Hulk for showing me that one."

"Focus Ignite!" Blake shouts as she slashed another shadow vampire. The Faunus threw Gambol Shroud in kurasagima form, the edges of the ribbon lined with UV light like the edge of the blade. Gripping the end of the ribbon tightly, she swung, turning her body as she did so. To the oncoming shadow vampires, it was like a tornado of death for them. Any that got foolish enough to get close to her ends up being evaporated like the rest. One got smart enough to get above her. Rather than let a shadow take it, she dodges it to preserve her aura reserves. She reverted her weapon into the katana form and slashed it.

"Let's not waste any more time," Blake declared. "We need to get to Knighthood and Invincible Girl."

"Right, no smaller fry," Yang nodded in agreement. She had just punched another shadow vampire when JARVIS spoke.

"_Incoming call from Thorn."_

Yang winced at that. She knew that this was supposed to be expected, but this really is a bad time to be chewed out by her little sister. But might as well get it over with.

"Put it through," Yang said. No sooner than the call came through that she heard Ruby's angry voice.

"_YANG!"_

"Hey, sis," Yang said a little too carefree. "Look, I get that I ditched you again and you're ticked at us. But right now, it's not a good time. We're fighting vampires as we speak."

"_Vampires?"_ Ruby's tone changed from anger to concern. _"Is Dracula there?"_

"Nope. Just some guy calling himself the Shadow Colonel. He has something called a game-changer and has taken control of this guy called the Ghost Rider. Long story, but we are trying to get to the Colonel so we can stop him."

"_Where are you now?"_ Ruby demanded. _"Tell me so that we can come and assist you."_

"Will do," Yang said as she recited the coordinates.

"_Getting Lockjaw now. After this, we are going to have a serious talk about the stunt you pulled. Got it?"_

"Okay sis," Yang said as she signed off. She gave a big sigh. This is kind of like the time she ditched Ruby at the beginning of their first semester. She can worry about it later. Right now, they have a vampire to slay.

Just as that thought crossed her mind, something came flying towards her. Her eyes are wide as she realized that it was Jaune that is flying towards her. Acting quickly, she caught him in her arms. Jaune's helmeted head turned towards her. Underneath the visor is a thankful look.

"Thanks."

"You're welcome," Yang said as she sets him down. "How's the fight?"

"Going badly," Jaune answered. "He has every ability that vampires have according to legend. Invincible Girl managed to get his minigun away with her semblance. But then he stole my sword."

He pointed towards the Shadow Colonel. Sure, enough the Colonel is holding the sword of Crocea Mors. As Pyrrha rushed towards him, he got into a sword fighting stance. As he did, the sword began to shift as the nanotech's security protocols took effect. So, it's to the Colonel's surprise that he held a sphere of the sword he once held.

"Clever, the Shadow Colonel muttered as he tossed it away and held out his arms. The plant thing on his shoulder slithered vines along his arms. From the palms of his hands sprouted wooden stakes.

Pyrrha thrust Milo in spear from, the tip glowing with UV light. The Colonel parried the strike with one of his stakes. He slashed at her midsection with the other one. Her aura protected her, but she didn't let up. Due to the stakes, she couldn't manipulate them with her semblance as she did with the bullets. Blocking his second stake strike, she transformed Milo into sword form and slashed at him again. With his vampiric speed, he was able to avoid her strikes. She could keep up with him barely The Invincible Girl threw Akouo at him, edges brimming with the UV. To her annoyance, he began to dodge again…only to be blasted by a well-timed fireball.

Pyrrha looked up at the catwalks to see Inferno giving her a cheerful wave.

"Thank you!"

"You're welcome!" Inferno called back as he resumed fighting several more shadow vampires crawling towards him. Pyrrha looked back at to face her adversary, but the vampire wasn't there. He likely retreated if only for a moment to recover. That begged the question as to why he's not leaving the battle. He had whatever he got from those vampires, so why stay here. She assumed that he wanted to kill Blade than let the vampire follow his trail.

As she pondered this, the others converged upon her location.

"Sup, I.G," Yang greeted. "How's the fight against the Colonel?"

"One of the toughest I faced," Pyrrha said a little out of breath. "His speed makes it nearly difficult to strike him. Not to mention that even if I do, he turns into the mist to avoid it. It's everything out of vampire lore."

"Then we have to trap him," Jaune said. He reclaimed his sword and transformed it back into weapon form. "Everyone, can you come here for a second?"

"Sure," Yang said as everyone leaned in. Jaune whispered his plan to his teammate's ears. Beneath her mask, Yang's eyes are wide with excitement. She gave a devilish smile as she ran off.

"Okay," Jaune turned to Blake and Pyrrha. "Invincible Girl, you're on overwatch. Fire only the signal is given."

"Got it," Pyrrha nodded as she rushed to a tower of shipping containers.

"Shadow, you're with me. We need to keep his attention on us."

"Got it," Blake said.

"Now, to find him…" Jaune muttered. They kept their weapons up as they scanned the area for the vampire. A slight movement caught their attention to a column of crates. Jaune shouted to Inferno still fighting on the catwalks. "Inferno! We need area deniability! Scorched earth maneuver!"

Inferno nodded and shot out two streams of fire. Around them, a ring of fire is formed. Knighthood and the Shadow jumped in just as the ring closed. From behind the crates, the Shadow Colonel emerged, looking completely healed from the flames. Even his armor didn't look damaged.

"A ring of fire," The Colonel drawled as he gazed at the flames before settling on the two Remnantians. "So, you mortals are that content to meet your end."

"That's rich coming from the guy using wooden stakes on his palms," Jaune retorted as he and Blake readied their weapons. "Why fight with those? You could've torn us apart with your vampire strength."

"I can tell that you have some kind of forcefield surrounding your bodies so that would've been pointless," The Colonel answered. He looked down at the stake at his palms. "As for these, I usually resort to them when I conduct the culling."

"The culling? What are you talking about?" Blake asked. That word brought a sinking feeling to her stomach. Only Jaune had the courage to ask the obvious question.

"You mean…you use those to kill your own kind?"

"Of course," The Colonel said without a hint of remorse.

"How could you?" Blake asked vehemently. "What kind of man kills his own kind?"

"One who intends to root out the weak from the crop," The Colonel replied. "Only the strong are fit enough to come to the promised land."

"Promised land?" Jaune asks, still incensed at the callousness of the vampire. "What are you talking about?"

"I believe I've said enough," The Colonel said as he crouched down. "Why don't we get back to business?"

With his vampiric speed, he launched himself at them. Just as Pyrrha testified, they could barely keep up with him. Jaune raised his shield to block a stake strike while Blake had a shadow take the blow for her. She reappeared behind him and swung Gambol Shroud in katana form. Once again, it missed as the vampire turned into his mist form, partially to avoid it.

"Time, we dealt with that," Jaune said as his shield expanded to reveal several LED bulbs. They glowed violet before emitting a flash. The Shadow Colonel grunted as he raised his hands to shield his face. Whether it was from pain or surprise, Jaune didn't wonder as he thrust his sword into his chest. While he and his friends are against killing, he knew for a fact that vampires are already dead. Plus, this guy sounded as bad as Salem.

The Colonel registered the fact that he has been skewered before retaliating. He grabbed the hand holding the sword and threw Jaune over his shoulder. The boy tumbled on the ground before landing on his front side. The Colonel pulled out the sword and tossed it over to Jaune.

"Not bad," The vampire said. "Didn't see that coming."

"Let's see about us," Jaune said. He briefly noted that the vampire didn't seem to be in pain from that attack. Vampire's, despite being dead, can heal exponentially if given the time. The ultraviolet energy should slow the process as he isn't like the shadow vampires.

A gunshot drew him out of his thoughts. Blake had taken advantage of the Colonel's idleness and fired a hollow-point round. The Colonel shouted in pain and clutched at the area where the bullet fragmented. The wound was beginning to heal, but at a slow rate.

"Garlic…" The Colonel hissed as he turns to look at her. "There was garlic in that bullet."

"You can thank Blade for that. He's the expert," Blake snapped as she fires another bullet. This time, the Colonel was ready as he turned into his mist form. The transformation was slow at best, but it was enough for him to avoid the bullet.

_Good,_ Jaune thought. _He's focused on us as planned._

While he and Blake continued to scrap with the vampire, Pyrrha is fulfilling her role in the plan. Using her semblance, she began levitating the metal shipping containers in the warehouse. Back on Remnant, lifting this many heavy metal objects puts an enormous strain on her. Thanks to the training at SHIELD Bootcamp, she can handle the strain. Further training will strengthen her further. Carefully, she began to arrange them into a crude circle before lowering them. She used the ring of fire as a marker.

The Colonel had just pushed Blake back when he noticed the metal encirclement closing in on him. "What is this?"

"Shadow!" Jaune called. "Blake nodded and she swung Gambol Shroud in ribbon form. When it caught something on the ceiling, she grabbed Jaune and pulled themselves out of the ring of metal. "Ignite!"

"Alley-op!" Yang called. She came running with a bag stuffed with all the UV explosives that she could gather. With a few swings, she throws them over the metal walls and right near the Colonel. "The rest is yours Invincible Girl!"

Pyrrha nodded as she raised her Milo in rifle mode. Aiming, she fired at the bag, using her semblance to guide the bullet. Moments before the bullet hits one of the explosives, Jaune lets go of Blake and activates his shields barrier field. He turned it so that it lands facedown, preventing the Colonel from escaping as the explosives went off. UV light filled the small area created by the metal ring, along with shrapnel and explosive force. Jaune's barrier flickered but held. After several seconds, the light faded. Jaune took a step back onto a metal crate and deactivating the energy barrier. Smoke rose from the spot where the Colonel once stood.

Pyrrha and the other two girls came up behind him and gazed at their handiwork. "Is he…"

"He must be," Jaune said. "He couldn't have survived with that many explosives. The UV was enough to make my eyes burn if it weren't for my visors protection."

"Shadow Colonels down for the count, Yang said. "So that leaves us two people left. Sarge and the Ghost Rider."

At that moment, they heard an unearthly roar behind them. The four hunters-in-training turned to see the Ghost Rider moving towards them. His eye sockets are looking straight at them.

"Speak of the devil," Yang muttered. Blake slowly turned to her and gave her a harsh glare.

"Really?" She hissed. "We find out Hell is real, and you want to make a joke about the devil?"

"It was just an expression!" Yang hissed back. "You really think I would make a joke about the devil? What do you take me for?"

"Wait…Hell is real?" Jaune asked with surprise mixed with fear.

"Not now Knighthood!" Yang snapped. "We got a ghost to deal with!"

"You!" The Ghost Rider spoke directly to Blake. "Deserter! Betrayer! Coward! You have evaded punishment long enough!"

"Hey!" Yang shouted indignantly but Blake couldn't hear the rest of what she said. She was looking up at the Ghost Rider. Somehow, Blake was drawn to where the eyes should be. The Faunus could feel her eyes heating up. Her ears could hear faint screaming. Yang is looking at her in concern. She appeared to be asking if she is alright, but Blake couldn't hear her.

"Penance," The Ghost Rider rasped. "Know the power of the penance stare. For the sins of the people who suffered because of you, Faunus. Feel the pain of the people whose lives you destroyed. Burn in the fire of—"

He didn't get to say much more as Blade suddenly appeared at his back. The vampire hunter is gripping him by the shoulders, being careful to avoid the heat of the fiery skull. With his mouth open wide, he sunk his fangs into the flaming neck of the spirit of vengeance. The Ghost Rider roared as Blade held his grip with both hands and mouth. Then, the size of the Rider began to reduce. He got smaller and smaller until he became human-sized and less demonic. Then, the flames died out and the skull is replaced with flesh and blood, complete with black hair with white strands.

The voices in Blake's head faded away, as did the heat in her eyes. She fell to the ground on her knees, feeling drained. Hands grasped her by her sides, shaking her. Her vision cleared and she looked at the lilac eyes of Yang.

"Shadow!" Yang cried out in concern. "Are you all right?"

"I'm fine," Blake said, still shaken by what happened to her. She glared at the hands holding her shoulders. "Can you let go of me now? It's starting to hurt."

Yang complied but kept her eyes on her. Blake stood up and glanced at the man who she assumed to be Roberto Reyes, the host for the Ghost Rider. Just what did he do to her?

Blade stepped away from the Ghost Rider and spat out a glob of spit. Strangely, it was on fire. "That oughta do it."

"Blade?" Blade asked as she and the others came down from the crates and approached him. America and Patriot came running as well. "What did you just do?"

"I'm a vampire. Sorta. So, I did what vampires do. The Rider had a sickness in his veins, which is how the Colonel was controlling him. So, I sucked it out," Blade explained. He pointed a finger at them. "Anybody who makes a joke will be the training dummy for my nunchaku."

"Okay. We get it. No vampire jokes," Yang held up her arms in surrender. The others gave her dark looks for lumping them with her. She ignored them and turned to Patriot and America. "Where's the dog?"

"Took off running," America answered with a thumb over her shoulder. "Looks like he got cold feet when he saw his master get taken down."

"Really?"

Every head whipped around to the source of the voice. To their astonishment, standing on top of a shipping container is the Shadow Colonel. His armor is smoking and peppered with shrapnel. Exposed parts are already finishing the healing process. Red eyes glared down at them.

"Dogs are known for their loyalty as you know. Including Hellhounds. As such, I put my trust into Sarge."

"How?" Jaune demanded. "That blast should've reduced you to ash!"

"This has something to do with your game-changer, doesn't it?" Blade asked calmly. The Colonel regarded him for a moment before showing them a red pendant around his neck.

"That's right," The vampire confirmed. "This is the thing that will change the tide between humans and vampires."

"Your secret weapon is costume jewelry?" Yang scoffed. "How's that going to help?" The Colonel chuckled darkly at her questions.

"You see, Ignite, was it? Light is a rather complex thing. Waves and particles. An entire spectrum—well, I won't bore you with a science lesson seeing as your mind couldn't handle it." That statement irked Yang so much. Was he calling her dumb? "Let's just say that it can be bent. Oh, the tech boys put in overtime on this one. A computer-electronic device. It emits a field which bends a narrow part of the sunlight spectrum—the armful part—around the vampire wearing it."

"In short, it's instant sunscreen," Patriot surmised. "Meaning you can walk around in broad daylight without feeling any pain. Which is also how you survive the blast."

"That is correct."

"Well, it's not going to do you good if it's smashed!" Yang shouted as she charged at him. She pulled out the stake she got from Blade. She didn't get one foot near the Colonel when something crashed into her side. Hot breath breathed down on her as she looked at the face of the Hellhound.

"Ignite!" Blake called. She tried to rush over to her, but she is peppered by minigun fire. As a shadow took the bullets, the Colonel fired upon the rest of them with his recovered minigun. Jaune and Pyrrha stepped forward and activated their barrier fields. Their barriers interlocked and protected the people in the back. They may have an aura, but some of their friends didn't have that luxury. The vampire kept up the suppressive fire as he looked towards the pinned Yang.

"Your powers and abilities are unlike anything we've ever seen," The Colonel said. "Now that the Rider is no longer under our control, I've in need of replacements. Since I can't bite you…"

Sarge stepped off her as the Colonel seized her by the throat and lifted her. His eyes glowed brightly as he stares into hers.

"Let go…of…me…" Yang tried to shout, but her voice slowly became less defiant and fell into silence.

"What is he doing to her?" Blake asked.

"Mesmerism," Blade answered. Blake looked at him quizzically.

"Mesmerism?"

"Your mask," Blade said quickly. "Are those reflective?"

"You mean my lenses?" Blake asked. Her mask had them to protect her eyes from the sun. In some cases, bright lights. "Yes. Why?"

"You're about to find out." Blade said as he turned back to the Colonel. The vampire had dropped Yang. She fell to the ground on her behind. Slowly, she got up. Blake knew right away that something is wrong. The Colonel pointed towards the vampire hunter.

"Destroy Blade," The Colonel ordered.

"Yes…milord…" Yang answered in a monotone voice. Then, she charged straight at Blade, fists swinging wild. Blade sidestepped her as she smashed into the ground, causing it to crack. She didn't let up as she continued to chase after Yang.

"Ignite!" Blake shouted. "What are you doing?"

"She's under his control!" Blade answered as he parried Yang's strikes. He knew that the remnantians aura had to be broken for her to be knocked unconscious. Blake began to assist him in the effort.

"Ignite! Snap out of it!" America called as she and Patriot came to help. The Colonel suddenly appeared in front of them. They didn't have time to react as the Colonel put them under the control of mesmerism.

"Destroy Blade and the rest of the interlopers."

"Yes, my lord," They eerily replied. They continued forward to attack Blade and Blake. Blade had just dodged another strike when America socked him in the shoulder. He smashed into a wall and fell to the ground.

"Blade!" Blake cried out. Her ears perked as she heard the shifting of air. She stepped back as the Colonel swiped a hand at her. She had just converted Gambol Shroud into pistol form when she felt something heavy press it's weight over her. The faunus didn't need a look to know that the hellhound is on top of her.

"Dog catches cat," Sarge boasted as the Colonel loomed over her.

"Do not resist," The Colonel said as he began using his mesmerism on her. Blake stayed perfectly still, her fear of dogs helping her. When the hellhound got off her, she slowly stood up and looked towards the Colonel.

"Destroy Blade." The Colonel ordered. Blake chose to raise Gambol Shroud and aim towards the vampire instead.

"No," Blake said as she shot him several times. Thanks to his surprise, she managed to get three shots before he faded into mist. Blake faded as a shadow took the jaws of Sarge. She reappeared behind him and fired an armor-piercing round. It was made of silver, otherwise, it wouldn't have affected him as much.

"Aargh!" The hellhound roars as he limps away from her. Blake glared at him before running off to help Blade, who is struggling between Yang and America. Both of them trying to smash his skull in.

"We need to get them back to their senses," Blake shouts as she wraps Gambol Shroud around Patriot. "Anyone got eyes on the Colonel?"

"Nope," Inferno answered as he readied another fireball. "But when I see him, he's getting one to the face!"

As he was saying that, mist gathered behind him and formed the very vampire he was talking about. It would appear that he had recovered from the bullet wounds. The Colonel grabbed him the neck and force him to face him.

"I've had enough with you playing with fire," The Colonel whispered as he puts Inferno under mesmerism. Inferno's face adopted an expression of lifelessness and the flame in his hand died out.

"Inferno," Jaune called as he and Pyrrha ran towards them. The Colonel sent him after the rest of their mind-controlled friends as he faced them. He lifted his minigun and fired upon them. Jaune and Pyrrha raised their shields and activated their barrier fields.

"Invincible Girl!" Jaune called out. "You think you can take him down without looking at him?"

"I can try," Pyrrha said as she turned Milo into rifle form. Pointing up into the air, she fired several rounds. Dropping it and extending her hand, she used her semblance to manipulate the bullets and changed their trajectory. She redirected them towards the Colonel as he continued firing upon them. Pyrrha didn't see, but she could hear the sound of bullets hitting undead flesh.

"I think I got him," Pyrrha said to Jaune. Then, she heard the sound of the beating of leathery wings. Her eyes are wide as they are swarmed by bats. They flew into the visor of their helmets, blocking their view. Pyrrha swatted her hand at them in an attempt to get rid of them.

"Where did these bats come from?" Pyrrha asked in exasperation. Eventually, they went away. Memories of DND vampirology surfaced in her mind with fear. "Knighthood, are you alright?"

Her terror increased when she got no answer. She turned to see her leaders shield on the ground. The latter is walking towards it slowly. He bent down to pick it up.

"Knighthood?" Pyrrha asked again. She already knew the answer to her unspoken question as the Colonel appeared behind her.

"Restrain her," He ordered.

"Yes, milord," Jaune muttered as he raised his sword and shield. Pyrrha got ready to fight her partner, as much as she hated the thought of fighting him. She knew that she could take him down in a fight. The problem is his aura reserves, which are the largest that she ever felt when she activated it. She'll have to restrain him with the metal in the area.

Instead of fighting her head on as she expected, he activated his shields flash mode. Caught unprepared, Pyrrha is blinded by the light. Disoriented, she felt arms restrain her from behind. Turning her head, she saw the mind-controlled Jaune holding her as the Colonel approached. She closed her eyes.

"Closing your eyes may help you," The Colonel said. "But not for long."

He grabbed her by the throat and applied pressure. The loss of air made her gasp for breath and open her eyes. Soon, she too is put under the Colonel's spell. She slumped and Jaune let go of her. Together, they marched to where the fighting is taking place.

Blade and Blake stood back to back. They are surrounded by their friends under the thrall of the Shadow Colonel. Blake once dreaded her friends turning against her when they learned of her past and heritage. She never expected it to happen like this.

"Any ideas out of this?" Blake asked Blade. The vampire hunter didn't answer. Rather, he was gritting his teeth in this situation. This is why he preferred to fight alone.

"Finish them," The Colonel commanded. Their friends moved in to attack when a bright light flashed behind them. It faded to reveal the forms of Lockjaw, Quake, and Thorn.

"There you are! We've been—" Ruby stopped in mid rage when she saw the scene before her. "Umm…why are you guys ganging up on Blade and Shadow?"

Daisy looked at Blade and seemed to have a silent conversation with him. She groaned. "They're mesmerized…great…"

"Uh…Mesmer-what now?" Ruby asked.

"Good. More Slaves," The Shadow Colonel said as he points toward them. "Deal with the interlopers."

"Whatever you do, don't look into his eyes! Stay away if you have to!" Blake warned.

Without a word, their friends charged at them. Daisy sent blasts of vibrations to knock back Patriot and Jaune. Ruby found herself fighting her own sister. Her weapon is deployed in scythe form.

"Ignite? Listen to my voice! He's just Mesmer…Mesmer…whatever it's called! You have to fight it!" Ruby pleaded. Her pleas fell on death ears as Yang growled at her, still keeping her assault.

"No use kid," Sarge called as he leaps up and bites the head of Crescent Rose.

"Eek! Bad dog!" Ruby cried. Sarge kept chewing on her beloved weapon until Lockjaw tackled the hellhound off. The bigger dog growled at the hellhound as it munched on the bit of metal in its mouth.

"Thanks, Lockjaw," Ruby said to him. She looked down at her ruined weapon before glaring at the hellhound. She transformed it into both staff configuration. "You'll regret that!"

As Lockjaw and Ruby fought the hellhound, Daisy made her way to Blade and Blake. She blasted America away from them and threw a vibrating punch at Jaune. She turned towards Blake.

"Sitrep! Now!"

"Vampire is called the Shadow Colonel," Blake said as she lets a shadow take a blow from Pyrrha. Her aura is yellow. "He has a pendant to block sunlight! He has taken control of our friends!"

"So why is he still here?" Daisy asked as she used her vibration blasts to extinguish a fireball thrown by Inferno.

"Likely because he wants more slaves," Blade said as he fought off Pyrrha. The girl is seriously giving him a hard time using his swords with her semblance. He switched to dual stakes to remove that advantage. "And to get rid of me in one fell swoop."

"Alright, screw this!" Daisy growled. "You two, stay close. Thorn and Lockjaw, get clear!"

Daisy slammed both her hands onto the ground and sent out a series of tremors into the earth. The force resulted in a quake that knocked nearly everyone off balance. Lockjaw can teleport himself and Ruby out of the area and harm's way. Blake and Blade stayed close to Daisy the epicenter. The ground turned to quicksand which had their friends-turned-enemies sunken in. After this, Daisy stopped.

"That oughta do it," Daisy sighed. Right as those words left her mouth, the shadow Colonel appeared behind her and picked her up by the throat.

"Garlic like the rest of them." The Colonel said despite his mask filtering out the garlic. "Not that it matters…"

His eyes turned bright as he began to mesmerize Daisy.

"Quake!" Blake cried out as she feared that another friend of hers is about to be put under the vampire's spell. Daisy became limp…and then punched the colonel in the upper torso. This is followed by a shockwave that blasted the colonel off her. In the process, the pendant shattered from the force.

"Yeah," Daisy growled as she pushed herself up. "Not interested in being your mind slave thank you very much."

"How are you not mesmerized?" Blake asked as Ruby and Lockjaw appeared beside her. For once, she was glad to have the big dog's company.

"Psychic shields," Daisy tapped her head for emphasis. Pretty handy when I come across a situation like this."

"Definitely," Ruby nodded. She glared at the Colonel as he got back up.

"Fools, if you think this is over then you—" He was cut off as a flaming charger crashed into him, sending him flying once again. Everyone watched as the Ghost Rider walked through the hood of the car looking less demonic than before. He held a chain with knife blades at the ends. He glared at the vampire with pure anger.

"Of course, it's not over," The Ghost Rider snarled. "Not when there is hell to pay!"

"Robbie?" Daisy asked in surprise The Rider glanced at her for a moment before returning to the Colonel."

"We'll talk later," The Rider said as his chain is set ablaze with hellfire. The Colonel looked at Sarge and knew that this battle is going to end badly for them. There was only one option left for them and they have what they need.

"You have won this round," The Colonel declared. "But this war is far from over."

He waved his hand and suddenly, mist seeped into the warehouse, blocking out the heroes' sight. Everyone braced themselves for any possible attack that may come. But that attack never came. As the mist dissipated, they found themselves alone in the warehouse. The Shadow Colonel and all their friends are gone. The only thing left is the shattered pendant.

"No…" Blake whispered. "No. No! NO! He took them!"

"Calm down Blake," Daisy said, not bothering with the codename. "

"What's he going to do with them?" Ruby asked. "Turn them into vampires? Wait…would they have aura if they are turned into vampires? I mean, they are dead…"

"That won't be the case," Blade answered. "He'll use them as hostages to keep us off his back. Especially me."

"So, there's still a chance then?" Blake asked hopefully.

"If there's a chance in hell, we'll take it," Robbie added. "We'll track down your friends and the Shadow Colonel. I've got a score to settle with what he put me through."

"Thanks," Ruby said, facing Reyes for the first time. "Who are you?"

"Roberto Reyes. My friends call me Robbie." Robbie extended his hand to which she took. "Ghost Rider. Sorry I couldn't meet you guys during your graduation from SHIELD Bootcamp. I was tracking down a relic for SHIELD."

"Oh, you're an Avenger too?" Ruby asked to which Robbie nodded. Blade coughed out loud into his hand. Robbie got the message and put his fingers to his mouth to whistle. With an engine roar, the charger came rolling up to him.

"Robbie and I will do some investigating," Blade said. He looked directly at Blake. "Meanwhile, you have to face the music."

Blake's ears drooped as she realized what he meant. Behind her, she could feel the hard stares of her team leader and Quake.

"Oh."

* * *

"Look, I get it. We shouldn't have disobeyed orders. Can we please skip the yelling so we can focus on saving our friends?"

Blake stood on the deck of the SHIELD Helicarrier, being stared down by Ruby, Daisy, and Nick Fury. Somehow, the darkness of night, the moonlight, and the wing made the Director of SHIELD look more frightening. He was looking down at the shattered remains of the pendant.

"I also learned not to rush in unprepared and should've convinced the rest to do the same," Blake finished.

Fury stared at her with his one eye before he became satisfied with her answer. He put the pendants fragments into a bag and pocketed it.

"I'm still going to chew you guys out," Ruby said. "Just wait till we get everybody back."

"I know."

"Glad to see you learned something from this mess-up," Fury said as he turns around and began walking. "IF that's all you've learned tonight, then you are going to love this. My team of experts has arrived from STAKE."

"Experts?" Ruby asked as she and the others walked with him. "Is it the Avengers? We could really use their help right now."

Daisy gave her a cryptic smile. "Not quite, Ruby. Since this is the time of Halloween, you're going to love this."

She looked at Fury and he nodded as he held his wrist to his mouth. "You are cleared for landing."

Ruby and Blake looked up at the sky. Under the moonlight, a large object came flying towards them. The girls started to get nervous when it didn't appear to be slowing down. When they got a closer look, they nearly began to freak out.

"What is that?!" Blake asked nervously.

"I don't know!" Ruby said. "Daisy?"

"Don't worry," Daisy calmly replied. "This is just the norm for these guys."

The object finally landed, skidding a few more feet before it stopped before them. If it can be called an object. It looked like a monster truck, but with the dragon design complete with leathery wings, it looked alive. The creature opened its maw and a silver tongue rolled out. Out of the mouth, three figures descended on the tongue. With her night vision, Blake could see their appearance. What she saw made her eyes wide as dinner plates.

"Meet the perfect team for this mission everyone," Fury said. "The Living Mummy…"

One of the figures shuffled forward with a raspy groan. It is a man wearing an Egyptian pharaoh attire. Nearly every part of his body is wrapped in linen bandages. The bandages themselves looked to be alive. His fingers look crooked and black at the nails.

"Frankenstein's Monster…"

A hulking figure stomped forward with a guttural growl. He had grey skin with stitches all over his body. He wore a fur vest, blue pants, and steel-toed boots. His left hand is a prosthetic arm with a hammer for a hand.

"Werewolf by Night…"

The last figure stepped forward with a canine snarl. He looked to be a man covered head to toe with fur. His feet are reminiscent of paws while his hands are clawed. He wore a blue suit with the SHIELD eagle on his shoulders. Yellow eyes looked at them.

Fury looked back at the paled expressions of Ruby and Blake. Blake's face is much paler than Ruby's.

"Meet the Howling Commandoes," Fury introduced.

There was only one word they could say at the moment.

"MONSTERS!"

**[~][~]**

** Another chapter is done. I'm sorry that it took my long to make this, I was a little under the weather. I'm hoping to finish the vampire saga before Halloween so I can post it. But just in case that doesn't happen, HAPPY HALLOWEEN! Once again, thank you trestwho for helping me make this possible.**

** Anyway, several of the Secret Warriors and Remnantians have been enslaved by the Shadow Colonel and it's up to what's left to save them. This time, they will have help from the Howling Commandoes.**

** Onto Q&A:**

** Dxhologram: He'll unlock his semblance in due time.**

** Chaldea: She will appear and definitely make her his love interest.**

** Finn: They will learn more about the Celestials soon enough.**

** TheSilverUmbreon: I've taken a cue from trestwho and decided to amalgam the whole thing.**

** Dinocam3: That all depends on the situation. AS for what it is, I'm not spoiling.**

** Thank you all for reading, and I hope to finish this arc. Keep the faith that we will survive. See you all next time.**


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